


The Nameless Thing

by Raelae



Category: Doctor Who (2005)
Genre: F/M
Language: English
Status: Completed
Published: 2014-05-14
Updated: 2014-08-04
Packaged: 2018-01-24 17:32:02
Rating: Mature
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 5
Words: 26,134
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/1613414
Author URL: https://archiveofourown.org/users/Raelae/pseuds/Raelae
Summary: <blockquote class="userstuff">
              <p>While making a stop over back in Rose's time, the Doctor and Rose stumble upon a well known story that may not really be just a story. For ages the story went around of ghosts and a murderous creature inhabiting the building at Number 50 Berkeley Square. Bodies were found either mutilated or just plain frozen to death. For a time things were silent...until now. Can the Doctor and Rose discover the truth behind this story, before another life is taken?</p>
            </blockquote>





	1. A Not So Simple Day

**Author's Note:**

> This story settles in as an untold story kind of deal. It happens after Mickey has left, but you can place it anywhere you like in between that and before the events of Doomsday. Short chapter for starts but the next few will be longer. Still not entirely sure how many chapters this will run.

The Doctor walked out ahead of Rose, rubbing at his temples. Jackie's grating voice continued on behind them as Rose shut the door.  
“Sorry bout' that.” Rose apologized.  
“Your mum can be an insufferable...gnat sometimes you know that?”  
“Sometimes you try too hard to be nice when calling her names.” Rose said as she diverted her eyes to the side a bit. “You don't cover your meaning's too well, yeah. Believe me, sometimes she deserves what you think...sometimes.”  
“Not with the things I think...”  
“And what is it you think then?” Her gaze turned back to him. He could feel the sharpness of it on his back.  
“...right then! Lunch! Fish and chips then?”  
Rose moved so she was next to him now as they made their way down the stairs. “Doctor...you didn't answer me.”  
“Do I really have to?” He grumbled. His voice in an almost knowing manner.  
“S'ppose not.” Rose admitted. Her mother could be quite infuriating...most the time. “But I am still sorry. Been telling her to fix that lock for the longest time now.”  
“Only your mum could turn something that was her fault in the first place, to something that's someone else's fault when the act was committed against that person.”  
“Was a compliment at least, yeah?” She regretted the statement instantly as the Doctor turned about.  
“She was staring at my...she didn't turn away as a proper person would...or should...” He trailed off. This was quite possibly right up there on the list of weirdest conversations. “Only your mum,' he began again, “could turn the whole fact of the lock being broken, into my fault!” He voiced a bit louder than intended, swinging his arms out and up over his head for emphases. Then he continued on with the best 'Jackie mocking voice' that he could muster. This turned out to be a mixture of high pitched, gravelly...rubbish. “Well you're here a good amount more lately. Pretty much made yourself the man of the flat. You fix it!” He dropped his arms back to his side and rolled his eyes. “Really?”  
“Well with Mickey off in a pocket universe...” Rose started.  
“Stop it...”  
Rose giggled softly to herself as they headed off to the main walk, taking a left and heading down the street. She couldn't help but think that it was a bit funny when her mum and the Doctor went at it. He may have hated it and to anyone else it may look like they just plain didn't get along. But Rose knew better. Sure, they did both infuriate the living daylights out of each other, but for her mum to act in such a way towards the Doctor; was about the best you were going to get in being accepted by her. So it wasn't all bad. Minus the lack of apology for walking in on the Doctor when he'd just gotten out of the shower, and then not even attempting to look away.  
To her mum's defense, she had just gotten back from the store. But usually a closed door meant 'occupied'. Typical of her mum really, ignore things in plain sight.  
For a moment, just a moment, Rose wondered if he would have been just as upset if it had been her that walked in on him. She was quick to squash that thought though. It was getting a bit scary how these kinds of thoughts wiggled their way in so frequently lately. She didn't hate the thoughts by any means, she just thought they shouldn't come as often.  
“Rose!”  
She shook the thought's, literally, from her mind as she whipped her head from right to left. “Yeah?” She questioned.  
“I asked if here was ok?” He said, pointing to a small eatery.  
“Yeah, that's fine.”  
“You alright then?” He asked, a worried look on his face.  
“Every time someone gets lost in thought doesn't mean there's anything wrong Doctor, now come on.” She said as she grabbed his arm and tugged him inside.  
It was one of the smaller places, the kind that probably couldn't fit more than twenty people. But those places often had the best food, and in fact, that was very well the case of this place.  
They took a seat, not bothering with menus in any way since they were there for primarily one thing. So after they made their order, they sat in mutual silence. The Doctor, being ever so much himself, was taking in the surroundings. Cataloging every tiny thing in the small place. It was like the man could just not even shut his mind off for five minutes. Though after so much time spent with both of his regenerations, Rose actually found it one of the things she liked about him. Intelligent yet somehow still so daft. Give him anything scientific or intellectual and he was all over it. Anything relationship wise, be it platonic or otherwise, he was dumb as a doornail.  
Both turned their attention back to reality as the waitress returned with their food and they immediately dug in. It continued to stay quiet for sometime till the Doctor finally spoke up. “So, where should we go next? I was thinking more of a vacation destination. We've been through quite a bit lately.”  
“Lately?” She questioned, an amused look on her face. “When don't we end up somewhere where we have to be running all the time?”  
“Sorry bout' that.” He said, wholeheartedly.  
“Don't you be doing that now. You know if I had a problem with it I'd have left a bit ago.” She reached across the table and gave him a lighthearted conk on the head. “Vacation sounds good though, yeah. I'm sure you know a great place.”  
Before he could get anything in the way of a response out, two officers walked in and took a seat, continuing whatever discussion they had started outside.  
They ignored the two men primarily, till the Doctor picked out the word 'mangled corpse' from the conversation, looking up instantly. It was at this moment that Rose knew a vacation was not forthcoming.  
“I don't know why they don't just tear that place down” The younger officer said to the older as the waitress brought them coffee.   
They waited for her to go before the older responded. “You know it's a bit more a complicated situation when the city buildings pretty much touch each other. Side's, people for the most part stay out of the upper parts due to the stories. And it does have a business inside remember.”  
“But there hasn't been a report in ages now.” The younger continued. “Suppose that means people think it's safe to go fumbling about inside.”  
“Which is probably what happened.” The older said as he took a sip of coffee. “Poor old sap.”  
The Doctor's gaze fell on Rose who already had that look on her face. She was prepared to move as soon as he gave the word.  
And that came with a tiny spark in his eyes, that spark he got at the possibility of learning something new. They flagged down the waitress for the bill, before getting up and making their way over to the two officers.  
They stopped at the table, the Doctor already flashing his psychic paper at them. This time he was a member of Scotland Yard. “Sorry, I overheard. Bit hard not to with so little people in here. Now this is supposed to be hush hush but, I'm sure as men of the law you'll understand to keep it quiet. But, we've been looking into odd occurrence’s around the city for a bit now and I was just wondering if you could fill me in a bit on what you've stumbled upon?”  
The older of the two gave him a skeptical look before deciding to divulge his information. “Seems some deaths have started up again over at the building on Berkeley Square.”  
The Doctor raised a brow, so Rose stepped in so they wouldn't get more suspicious. “Fifty Berkeley Square then, yeah?”  
The older only nodded.  
“Has been a while then hasn't it?” Rose continued. “I suppose the body was found in the same way as the others from past reports then?”  
Again the older man nodded. “Found the poor bloke in the basement, all bent this way and that, mangled. Eye's bulged from his head in fear.”  
The Doctor took over again, tilting his head to the side slightly. “And what are the presumptions this time as to what could have happened to him?”  
“Same as before I suppose, though others would tell you something else. But mostly that some unknown aquatic creature got back into the building. Just a bad place for a homeless man to be squatting.”  
“And what is it that others would think”  
The older officer gave him an 'are you serious' look. “Ghosts or some...magical creature.”  
The Doctor gave Rose a quick look before nodding to the two officers. “Thank you for your time officers.” He was quick to get himself and Rose out before any further questions could be asked.

 

It was no surprise to Rose that they were heading straight to the building to check it out. Of course this would be something he'd want to check out, but for someone who grew up knowing the stories...she'd rather face an army of Daleks than this.  
They had walked in relative silence a good portion of the way, until the Doctor's worried voice drew the attention of her ears.  
“You seem to be bothered by this...”  
“Been hearing the stories since I was a kid.”  
“...so what's this about then?”  
Rose took a moment, drawing in a deep breath before talking again. “Goes back pretty far from what I heard. Not sure how far but, heard mostly that the known stories were in the 1800's. People that stayed in the upper floor, the fourth, though I heard the second as well...were found either contorted in fear or dismembered...all with their eyes almost bulged out of their sockets...The one with the sailors I knew best. They squatted there when they used up all their money or something. The one of them was found mutilated...though I had also heard he was tossed out the window and impaled on the iron rod fence...” She stopped after that, screwing her face up a bit.  
“...you don't have to come in with me if you don't want to.” He said, not wanting at all for her to push herself to do something she didn't want to.  
“No, it's alright. Been wanting to face my fears of the story for a while now anyway. There's a bookstore on the bottom floor of the building now...so it makes me wonder how the bloke got in without setting the alarm off...”  
The Doctor thought about that for a moment. Breaking in from any point outside the building would set off the alarm. So how had he gotten in? “...the police said they thought it was something of aquatic nature yes?”  
She slowly nodded.  
“Well...sewers right under our feet...Lot's of ways to get in there. And if the creature is aquatic and uses the sewers...”  
“There has to be an entrance in the basement or something. Somewhere that no one notices it. You wouldn't trigger an alarm then.”  
“Exactly.”

 

They approached the building at last. A four floor structure with the bottom floor having a white covering while the top floors had a dark black. It was roped off of course with police tape, and a few officers still stood guard outside.  
The Doctor flashed his psychic paper again and, after a puzzled look, the police let them pass. They made their way quickly to the next floor, trying to get a feel for the whole place.   
It did feel pretty thick, more so as you got to the fourth floor. But after some snooping around, the Doctor found nothing unusual other than the odd feeling.  
So instead they made their way down to the basement, being hit instantly by the damp smell mixed with the stench of death.  
“...you can wait upstairs if you want. There's no reports of anything on the ground floor right?”  
“None. But I'd rather stay with you, yeah.”  
The Doctor only nodded and continued onwards.  
The dark patch where the body had been was right at the base of the stairs. The blood of course had been cleaned up but the stain would most likely, forever stay. The spot still had police tape around it as well, tied to the railing and reaching across to a shelving unit at the back of the room. Both out of a sort of respect, and to not damage any clues that could still be left behind, the Doctor crawled over the railing, helping Rose over as well.  
Her eyes locked on the dark spot for a moment. She may have seen a lot, death included, but it didn't mean she could no longer feel the emotions. Part of it still scared her a bit, as it would any sane person.  
She diverted her eyes from the spot as a loud 'clang' echoed through the room. She turned her head to see the Doctor searching in a far corner, having pushed some metal barrels a bit too hard as he tried to move them.  
“Whoops...sorry bout' that. “  
“Let's try to not give me a heart attack, yeah?”  
The Doctor just scratched the back of his head as he righted the barrels. Nothing was to be found in that corner anyway, so he moved to another part of the basement.  
Rose worked her way over to the other side, deciding she should do something other than just stand there like an idiot.  
As she approached the back wall, her foot slipped on something and she nearly slammed to the floor. Having managed to regain her balance, she turned to try to get a look at just what she had slipped on. “Doctor!” she called out. “Have a light?”  
The Doctor tilted his head a bit and pulled a small torch from his pocket, walking over and handing it to her. She flicked it on and pointed it to the spot she had slipped at, her nose scrunching up a bit.   
A pool of purplish slime covered a small section of the floor, a line of it running along the floor not to far from the puddle. “What the hell is that?” She asked, disgust in her voice.  
“...not quite sure...” The Doctor said slowly as he followed the other trail with is eyes. “But I think I see our entrance.” He pointed in the direction with his head, causing Rose to turn around to see where he was looking.  
On the floor was an open sewer grate, which would help explain the stench she was facing as she reached the back of the room. Thing is it didn't exactly smell as a sewer would, so it threw her off a bit.  
“Well we can't just go trudging in there now can we?” The Doctor asked, sighing.  
“Yeah, cause' we're not sure what we're facing yet.”  
“Well, that and...it is a sewer. Just want to go trudging in there with just the clothes you got on?”  
Rose looked down at herself, taking in her pink hoodie, jeans, and flat shoes. Certainly not the attire for going in a sewer. Especially with all the different bacteria roaming around down there. “Guess you're right about that.”  
“Come on then, we'll head back to the TARDIS and get some supplies. We'll head into the sewers in the morning.”  
She nodded and followed him back up and out of the building. The mutual quietness had returned, which was not at all unusual when they got into situations like this. This was the time for him to go over all the possibilities in his mind. The what if's and the hows.   
She knew better than to bother him in this stage unless absolutely necessary. Though it did make for lonely times.   
Even though she didn't understand everything that came out of his mouth, she still enjoyed hearing it. And she couldn't deny that by now she had learned a thing or two. Least she could be helpful on the TARDIS from time to time.  
The silence carried on well into entering the TARDIS, and she started to wonder if maybe there was more on his mind. But she didn't ask him about it. One thing you learn about the Doctor is he likes his secrets, even if he trusts you above all else.  
“There we go.” He said at last after piling some supplies together. “All set for the morning.”  
“So are we going to stay in the TARDIS for the night or head back to mums flat?”  
The look on his face told Rose how much the latter left a sour taste.  
“Oh come on. I'll have a talk with mum if you're going to be such a baby about it.” She smiled, jostling him in the ribs lightly.  
“I don't appreciate being ogled by your mother.”  
“Can't tell me you're not used to it. Remember you told me she tried to invite you inside her bedroom in your last incarnation.”  
The Doctor paled considerably at the memory. He had felt less awkward around her in those days. Now stumbling around in a flat with her was just an uncomfortable experience. “Fine, alright.” He said at last. “But I'm sleeping on your bedroom floor or something.”  
The widening of her eyes and the fact her arms dropped from their positions across her chest, told him he said something really wrong.  
“...oh no...I didn't mean...uh...well...” He ran a hand through his hair, messing it up further and sending little tufts of it every which way. It was amazing how this man could start completely groomed in the morning and by the end of the day, look like he just got out of bed. “I can sleep on the couch.”  
“Oh come off it.” She said after she recovered a bit. “It's fine with me. Besides, fun way to play with mum's head.”  
The Doctor tilted his head a bit. “She has that much of a problem with me?”  
“Not you per say. Just you being an alien...No wait...not entirely true...” She diverted her gaze a bit.  
“Not entirely true?” He crossed his arms over his chest. The man was outright pouting now! “What have I done to her? Well...besides bringing battles to her front door, dropping in unannounced, practically kidnapping her daughter...getting said daughter involved in space battles and other unsettling things...”  
She stood with a deadpanned expression for a moment. “...she said none of that...though now I wonder why she didn't...but...she more or less called you a home wrecker.”  
“A what!?”  
Rose shifted a bit uncomfortably and cleared her throat. “For uh...breaking me and Micky up...”  
His mouth moved a few times, trying to form a response. His arms fell from his chest, and he stuck his hands in his pockets, for the lack of anything better to do with them.  
“Oh...right...um...sorry bout' that. Well, I mean..” And there it was again, his inability to perform in this state. “Well...technically, I mean...scientifically that probably meant by statistics...you weren't meant to make it at all...I'm not helping am I?”  
“Not a bit I'm afraid. But you're right I suppose. We did dwindle off at the end. Hard to date someone who'd rather run across space and time.” Though she had to admit, it was the Doctors fault they broke up. But maybe he just quickened something that was already coming.  
“Well, don't be worrying about it. You're still young Rose. He's out there somewhere.” He set his hand on her shoulder and gave it a light squeeze as he walked passed. It stayed there a bit longer then usual though, and it caused her to hesitate a bit before following him. She slipped her hand in his as she usually did, and they headed back to her mum's flat. Tomorrow would be a long day, best to keep her mind where it belongs.


	2. Chapter 2

**Summary for the Chapter:**

> The Doctor and Rose finally make their way into the sewers beneath the city. But have they bitten off more than they can chew?

**Notes for the Chapter:**

> Some things I had forgotten to add in the first chapter. This story is based in small part off a story of events said to happen at the very address from the last chapter of the story. Stories of a creature, ghosts, and deaths have in fact been said to happen there. Whether any of it is true is up to speculation but, thought it would make a good back story for one of the Doctors adventures.
> 
> Also the name of the species and the planets and such mentioned were thought up by a friend of mine because I couldn't come up with any at the time. >>

The Doctor felt a bit odd in his position. They had wrangled up some quilts for him so he could stack them together and make a sort of mattress out of them. It wasn't really uncomfortable, in fact it was the complete opposite. His uncomfortable feeling stemmed from the fact he was on the floor...right next to Rose's bed...

He wasn't quite sure why this felt so odd, wasn't the first time he'd flopped down in some form beside her. And this wasn't even really 'beside' her. Had to be the fact he was in her actual bedroom that was driving him to an intense sense of anxiety.  
Adding to the fact that, he didn't really sleep much, so he was awake most this time thinking about it. And the fact his hearts were beating so loudly didn't help the fact either.

It was only about now that he realized Rose was poking her head over the edge of the bed, staring down at him with an amused look on her face.  
“...what? What is it?” He asked with a quirk of his left brow.  
“You look so uncomfortable there, yeah.”  
“I'm just fine.”  
“No, I mean...you look about ready to bolt. What's up?”  
“Used to being by myself at night I suppose.”  
“More like not used to being in a women's room.”

For a moment he hesitated, trying to make sure the way he put things in his head came out of his mouth the same way.  
“Suppose so, yes. Not really my place to be in other peoples rooms really.”  
She nodded, accepting his explanation. “So, can I ask you something then?”  
“Go ahead.”  
She shifted so she was propped up on her elbows now, looking down at him. “We still had plenty of time after you got the supplies together, why'd you decide to wait before going into the sewer? You usually jump right in to these sorts of things.”  
“Like you said before, we don't know what we're up against yet. And the sewers too confined of a space to be making mistakes in.”  
“...you sure that's all it is Doctor?”  
“Positive. You should try to sleep now.”  
“Finding it a bit difficult to actually.” She said as she flopped down on her back.  
“Want me to move to the couch...? Is this uncomfortable for you?”  
“No, I don't mean like that. I mean...this is bringing the nightmares I had as a child back again is all.”

This time it was the Doctor who sat up, bringing a leg up to rest his arm on his knee. “Are you sure you're alright with going through this? I really won't mind if you want to sit this one out.”  
“No...I need to do this Doctor...I need to...keep this from being a living nightmare.”  
He nodded slowly, turning his head to look out the window, falling into silence again.  
Rose rolled over on her side to watch him, starting to worry about him a bit. “Doctor? Are you sure you're alright? I mean...you've been quiet a lot lately, yeah...”  
As he was known to do quite frequently, he dodged her question and countered with one of his own. “You know the stories about this thing? So do you know what they think it looks like?”  
She gave a long drawn out sigh before propping herself up again. “Well, they say it looks like an Octopus or something. Think someones been reading to many Lovecraft novels in my opinion. Then again...not sure how far back that description goes so...”  
“Octopus you say?”  
“...Doctor? Is that something you heard of then?”  
He didn't turn to regard her, didn't move much in any way other than to shake his head slowly. Lying to her again. That was becoming too common a trait as well.  
She huffed a bit and got up, heading to her door and stepping out without another word.  
The Doctor finally turned around as she left, knowing it was one of those moments where he pushed her patience a bit too far.  
Sighing lightly, he got up to follow her, finding her digging through the fridge. “...I'm sorry.”  
“...seems to be your favorite words, that. 'I'm sorry.' I understand you have things you like to keep to yourself but...is this really the time to? Especially if it has to do with whats going on?” She was looking at him now, eyes hard but with obvious hurt in them as well.  
There was silence between them for what seemed like forever. He was contemplating, she was waiting for any sort of answer. And finally he gave it, motioning for her to sit at the table.  
She shut the door and did so, keeping her eyes on him as he took a seat across from her.  
“I'll tell you then. Surely it's not the worst thing I've seen but...it was bad enough. Bad enough that I don't care to remember it. I've seen a lot of tragedies Rose. But for the most part a lot of the deaths were quick and just...no emotions were to be shown on the dead's faces...this was different.” He stared down as he brought his hands up to temple in front of him, thinking.  
She was quiet for a moment,but finally she slowly got up. This drew his attention back and he had an almost panicked look on his face.  
“It's alright. Just making a bit of tea, might help.”  
He nodded slightly. “Good ol' British. Face anything better as long as they have a good spot of tea.”  
“Calming effects, yeah. Sure that's how you'd put it?”  
“As I surely would.”  
The silence began again as the Doctor waited for the tea to finish, taking the time to continue to run over things in his mind.  
He smiled gently when Rose set the mug in front of him, taking a seat with her own. He took a quick sip before beginning again.  
“I landed on a planet called Nassaroo, and it just...it just...felt off soon as I stepped out of the TARDIS. This...impending sense of dread...and the utter silence. The first town I stumbled upon was completely empty. Not a person in sight. Just looked like they all just picked up and left. And you know me, can't just leave a mystery hanging. So I climbed up high for a better view, looking for any light to signify another city close by...nothing. So I jumped back in the TARDIS and did a scan.”  
“...and what did it say?”  
“...nothing...there was no energy signatures, not beyond the natural sources and left over man made interference. No massive spikes. Checked for life signs after that, only got animal life for the most part. Till I found a small patch of humanoid signature. I took the TARDIS out that way...wasn't ready for what I found...the smell was the first giveaway. You couldn't mistake what that was...death...this city wasn't empty, it was filled with the dead. Bodies scattered about...frozen in fear. Eyes nearly falling out of their heads, they were so wide. This entire planet was dead...except for this small pocket of humans that were holding out here, and animal life of course. I knew I had to find them, get them out. The extent of things there...I knew it was beyond trying to stop what was happening. It was too far gone. But by Rassilon if I'd known...”  
“...Doctor...?”  
“People do anything to survive really...anything. The survivors...had been sacrificing other survivors. I walked in on them right as they were about to hand over a family. The group just fled...they weren't being malicious...not in a sense of wanting to be anyway. They were doing it to keep themselves alive. They were spineless and so fled right off. Creatures came out soon after...started attacking straight off. They just wanted their...food, didn't care for much else. And they were so quick I couldn't react fast enough. They all died...and for whatever reason they left me...and went back to the water. I was right there...and I failed them...I actually...froze up...and they died. I've never froze up before. That shouldn't have happened.”  
Rose stayed quiet for a few moments, staring down into her mug. She knew she could go on and on how this wasn't his fault, because even though he still kept himself stone faced; she knew he was thinking it. But he would only just bury what he felt deep down again and for the most part shrug off whatever she said to him. It was another thing about him that bothered her immensely. So, knowing she'd lose the battle, she just continued onwards. “Could that be whats going on here then?”  
“Not likely.” He said, shaking his head. “There would be a lot more deaths, and they wouldn't be centered in one area. Possible a ship crashed on the way to a planet. As centered as the reports are, good chance that means most of them died.”  
“...so this is a personal thing then, yeah?”  
“I can't let it turn into that. It wouldn't bring any of those people back anyway. I can only save the people here. Besides...the more people avoid the building...the more the...creature...will move elsewhere to hunt. It's probably been living off other aquatic creatures but, humans...and humanoid types, seem to be it's main prey. It'll go back to it.”  
“So at any moment...it could just decide to pick a new hunting grounds?”  
The Doctor slowly nodded. “Octomencapis, species of the aquatic planet of Halothin-9. Sister planet in orbit of Halothin-7, a desert planet home to a Silurian species. It's better known in short as Octopis, pronounced Octo-pez. A species not known for just...walking away”  
“Right...so...what do we do about it?”  
“Don't know. One of my off the top of my head moments I suppose.” He frowned a bit and finished off his tea, getting up. “Should try to sleep then...”  
“Yeah.”  
They both put their mugs in the sink before making their way back to the bedroom, a worrisome look still stretched across the Doctors face.

 

Come morning, they both exited the room looking like zombies scuttling about looking for prey. Neither in any way being awake, an odd look for the Doctor.  
“Well look at the lot of you. Thought you'd sleep all day at this rate.” Jackie said as she settled down with a cup of coffee.  
“Why? What time is it?” Rose asked, perking a bit.  
“Passed noon.”  
“Bollocks.” She grumbled, looking at the Doctor.  
“Blimey. We better get moving.”  
“Where you off to then?” Jackie asked, her voice raising a few octaves.  
“Um...just a bit of a walk.” Rose said quickly.  
“Sure you are. I swear Doctor, anything happens to my Rose and I'll make sure you get whats coming to you. Like one of those American alien autopsy videos.”  
“Sure, right Jackie. Later then!” He tugged Rose along and they were out the door long before Jackie had time to complain more.  
“Oi! Didn't get a chance to change!”  
“Wake up a bit more there Rose. You have clothes on the TARDIS remember?”  
“Oh right...”  
He unlocked the door to the TARDIS and stepped in with her, running over to the equipment they had piled up.  
“...your mum does know those videos are fake right?”  
“Obviously not. Even though she did for a while believe the moon landing was fake.”  
“Oh believe me, that was real. So's their reasons for not going back.”  
“...which is?”  
“Another time Rose Tyler! Off you go! Change so we can get going!”  
She huffed slightly before heading off down a corridor.  
The Doctor's face fell a bit as Rose disappeared from view. He was still contemplating finding some way to keep Rose out of it. Send her off to do something away from the target area. But over time she got smarter than that. She was always cautious when he sent her off, especially when he sent her to the TARDIS in the middle of things. Always looking over her shoulder to be sure he hadn't diverted his path while she wasn't looking.  
It always hurt him to send her away like that, but her protection, her safety was high priority to him. All his companions had been. Though he had to admit he always managed to find the most stubborn ones ever. But he had found quite a companion this time around. Rose Tyler. Not only stubborn as hell, but a fighter.  
When he first met her the first thing they did was run. He always put expression on the word 'run'. But it hadn't taken her long to run towards things rather than away from them. She was something special this Rose Tyler. He had always managed to be cautious with each and every one of his companions, but he slipped here. Somehow he let her break down the boundaries he had set up for himself. That was not a safe place to be. For at least two reasons he hoped she understood.  
And understand he was sure she did, or things may have progressed further into the danger zone already. Everything screamed at him to send her off now while he could, but his wish for her to stay was stronger. So he knew when the time came...it was really going to hurt.

“...um...Doctor? Are you just gonna keep standing there and staring at the console then?”  
“Hm...what? Oh, right, sorry bout' that. Didn't hear you come back.”  
“Obviously...whats got you so distracted then?”  
“Nothing...”  
“Doctor...”  
He turned from the console to gather up the supplies. “We have work to do Rose, no time to dilly dally around.”  
“I'm not the one lost in a time vortex in my own head right now.”  
“...getting right better at your quips then...alright, lets be off then.”  
She only crossed her arms over her chest, giving him a look.  
“...what? What is it?”  
“How lost in your own head are you? You wanna carry all that there then?”  
“...oh...right...would be simpler to use the TARDIS then wouldn't it?”  
“Seriously, why are you so off lately?”  
“It's nothing Rose...alright?”  
“...alright then. I'll drop it.”  
She moved around and plopped down on the little couch, crossing her arms again. She wasn't pouting or anything, but she did look right hurt. He'd done it again.  
With a sigh he walked over to her, taking a seat beside her. “Rose, please. You know I just want to keep you safe. I don't...keep all these secrets to hurt you or to be a general...arse.”  
She raised her brow a bit, a bit surprised at his raising of his standard swearing bar.  
He didn't regard the look and just kept going. “The lot of you, everyone who's ever traveled with me, always disregard everything I say it seems. And when they do they get in some form of trouble. I understood it, but it annoyed me as well. Dangerous thing to do and they nearly paid with their lives many a time. And some...well some did...I don't want that to happen to you Rose.”  
“...Doctor...you know I'm not...easy to kill. You know that. I've been through so much already and I'm still here.”  
“Everyone thinks when they keep surviving over and over that they're untouchable. That's not true...everyone's luck runs out Rose. I just do my best to make sure that doesn't happen. I know everyone gets angry with me, maybe even hates me for pushing them away. But I only do it for their safety. I only do it when it looks like there's no way out. The last thing I want in the universe...is people dying because of me.”  
Rose softened her look a bit, getting up. “And you forget Doctor, we make our own choices too, yeah. You invite us along but it's our choice to stay. Our choice to fight. I know with all you must have seen over the centuries...you just want to see peace. For people that just live a day to day life...well to some of us there'd be no other way we'd rather go out, then while saving lives.”  
The Doctor sighed a bit, getting up. “I should know better than to argue with you Rose Tyler.”  
“Damn right you should.” She said with a grin.  
The Doctor just smiled a bit, shaking his head. “Well, shouldn't be putting this off any longer then should we? Let's go do some fishing.”  
With a bit of pressing of buttons and flipping of switches, the wurring of the TARDIS started up, and they were off.

 

Having scouted out a good source of entrance earlier on, the Doctor landed the TARDIS nearby, both changing into their gear. Their gear mostly consisting of tall boots that went up passed the knees and thick gloves, the Doctor carrying further things in a pack on his back. After they had all they needed, they stepped out and headed for the entrance.  
They slipped inside and starting making their way down the tunnel, pulling out torches as they got further in.  
“You do know where we're going then?” Rose asked in a hushed voice.  
“I do. Plotted it all out last night.”  
“When did you have time for that?”  
“After you went back to sleep.”  
Rose tilted her head a bit. “Do you sleep at all?”  
“When I really need to. Which I did a bit last night. Or tried to at least. Sometimes sleeping helps me come up with ideas...not always though.”  
He lead her down the left hand tunnel, keeping his eyes open for anything that may be off. But even a Timelords eyes can be put off a bit by light causing shadows to play tricks on your eyes. Something he had always been quick to dismiss. But having Rose with him, everything was a threat.  
He took a deep breath, trying to center himself. Rose could take care of herself, he knew that.  
So after a few deep breaths, he relaxed enough to look at his surroundings UN-impeded.  
They stayed in relative silence a good portion of the way, the dripping of water from the ceiling and the sloshing of their feet below the only sounds. He was hoping against hope that the noise they were making wouldn't attract any unwanted attention sooner than he was ready for. Because there was no way it wouldn't.  
The trek seemed endless to Rose. They took turn after turn, sloshing their way through god knows what. Every so often her torch would catch the glimpse of some odd thing painted on the walls. Typical teenagers. Have to draw on just about everything they can find.  
She stopped abruptly though in front of one bit of art. “Doctor?  
He stopped and glanced back over his shoulder, quirking his brow a bit. “What is it?”  
“I think you should take a look at this.”  
He tilted his head to the side a bit as he walked back towards her, looking where she was shining her torch.  
“Oh...well then...”  
“Looks like the kids around here know about whats down here more then anyone, yeah.”  
The Doctor took a deep breath, shaking his head. “Any kids missing by chance?”  
“Kids go missing all the time Doctor. Hard to be sure if it's from this...thing.”  
“And that's just the point. Remember what I said? About it finding another source of nourishment? That'd it'd go back to humans after most likely? I may have to modify that assumption a bit...”  
“...what do you mean?”  
“It might have still been feeding on humans...just not mature ones...”  
“...you think it's eating children?”  
The Doctor screwed up his face a bit, staring at the picture. Thing about creatures was it didn't always matter what it ate, as long as it ate. And not many species throughout the universe looked highly on humans. They were always seen more as a primitive pest than anything. So of course it wouldn't matter if it was a man, woman, or child. It would just feed.  
“...it makes sense really. Adults do search these sorts of things out, but just as many adults are superstitious. Even if they don't believe in something they do it out of a 'what if' attitude. Or because it almost becomes something ritualized in society. So less adults might come looking. Children on the other hand...always looking for exceptence. Always taking up a challenge so they won't look like...a wuss? I think is the word you lot use? The young always look to do things the elders know better than to. And above all...easier hunt. Less struggle...”  
“My god...”  
“...we've got to end this now. No one else dies, especially not a child.”  
“Whats the plan then?”  
“Well, I was going to make another check of the building but...now that I think of it, that's probably pointless. No ones reported much anymore because I doubt it goes in there much anymore...this last bit could have been an isolated case.”  
“..they do still see ghosts...”  
“Trick of the mind most likely. The way a shadow gets cast, stories they're told, things like that.”  
“...can you accept that sometimes things can exist that you think don't?”  
“...I have to think up a new plan here. If it's staying in the sewer systems it can go anywhere.”  
“...ignoring me again.”  
“Rose, not now, please?” He said as he turned to face her. “Yes, there's still so much I find hard to believe. And so many times I have seen people pretend to be gods to influence things in their favor. And all that is a story for another time because we have something to do right now.”  
“...sorry...I didn't mean to...”  
He sighed softly, turning about to continue onward again. “Maybe we can have this talk one day...maybe. But now isn't the time for questions.”  
“I'm sorry, yeah? I just...stuff just seems to build up with you and they just come out at bad times is all. I apologize. So that now aside, how do you want to go about things when we find that..octo thing?”  
“Problem is I still don't know. But I know it...won't be a good ending. But we'll figure that out when we get to it. If it is moving about down here then it has to have a centralized area where it rests. And if kids are spray painting depictions of it on the walls...it has to be around here somewhere.”  
“You're sure of that then?”  
“Yeah.” He said with a nod. “Means they probably spot it a lot around here.”  
Not another word was spoken as they continued down tunnel after tunnel, keeping their eyes open for any sort of sign. No more pictures showed up on the walls and in fact, any sort of graffiti disappeared altogether. Which meant they were either pretty deep in or...no one dared to come to this part of the sewer.  
Eventually the mucky water thinned out and then disappeared altogether, revealing the dried concrete below. Everything from floor to wall was dry in fact, meaning water hadn't flushed through there in some time. And this caused that tiny alarm in the back of the Doctors head to go off. He had gone over the whole set of schematics and not one part of it said any part of the system was UN-used. So there should be water throughout. But there was nothing.  
There was a slight gleam to the walls though, enough to trick the eyes through the faint torchlight. But the Doctor knew better, he knew this wasn't water.  
“Rose...hold up a bit...”  
She slowed up a bit as he stepped to the side, examining the walls. “...Doctor?”  
“...it's that same slime...that mucus substance from the basement. I think we're on the right track...”  
“...but why would that show up in a dry part of the tunnels? It'd stay close to water, yeah?”  
“Of course. But there's a good chance it just blocked the waters flow. Make a pool in it's living area.”  
“Waltzing on in there can't be the brightest idea in the world.”  
“No. Not without knowing exactly what we're up against. I've seen how it kills but that can be one way of many. We can try to draw it out though. Shouldn't be too hard seeing as it's favorite prey just comes stomping on in.”  
“Only one way to figure that out though...”  
“Yes...go stomping in. Weeeelll, in a matter of speaking anyway. Stay close...try not to make a sound.”  
She nodded slightly as she followed him forward. They didn't have to cover too much more distance before they encountered a steel door with a hatch turn on it. The Doctor examined it a bit, knowing regardless of what he did the metal was going to scrape when turned.  
“You sure it's in there? I mean, the door...”  
“Octopi are very intelligent creatures Rose. Whether it's your octopi here or an alien species. They can use tools so there'd be no problem with learning how to turn a hatch lock.”  
“True.”  
With slight hesitation, the Doctor slowly took hold of the metal wheel and turned it, releasing the hatch lock with a grinding screech. He winced intensely, not moving for quite a few moments before pulling the door open.  
As soon as the door opened a horrible stench flowed out, causing them both to slip an arm up over their mouth and nose, gagging a bit. The same slimy substance covered the walls inside, but this time in massive amounts and thickness.  
A pool of blocked up water sat in the middle of the room, surrounded by bones of various varieties of previously living creatures, human included. Various other items were scattered about as well, presumably personal items from the dead. Both the items and the bones had been used to create the dam that held the water in.  
They moved about quietly as they could, mindful of the obstructions scattered about. They stopped at the pool, looking down into it. The water wasn't the same murky consistency as the water running in the sewers, but completely black. Looking more like tar or oil.  
“That ink?” Rose asked quietly.  
The Doctor nodded slowly. “How they hide.”  
“Or escape.” Rose added.  
“Neither of which is good for us. Because that means regardless of what it intends, we can't see it. Could be right below us...waiting.”  
“...we should step back then, yeah?”  
“...yup, that would be wise.”  
Both stepped back in unison, still being mindful of the items scattered about. All they'd need is to send something rattling about to bring attention to themselves, if attention wasn't already present.  
“Smells really getting to me...feeling sick.”  
“Got masks in the bag.” He said as he bent down, pulling the pack from his back and rummaging through carefully, pulling out two respirators. “Probably should have had you put one on before hand, with all the stuff floating around down here.”  
“Wasn't moving about that too terribly long to do much damage I think.”  
He nodded and handed her one, putting on his own as he stood, shrugging the pack back onto his back.  
“Doctor?”  
“Hm?” He questioned as he turned around.  
“Are you my mummy?”  
He chuckled under his mask, sounding low and husky. “Don't even start.”  
She only grinned under her mask as they began to move carefully forward again.  
They continued to look about but really found nothing else other than a trail of the slimy substance leading out a door to the back of the room. But that was far from fresh, so that exit hadn't been used in some time. Further exploration of the chamber proved that other then the door they entered through and the one in the back...no other door existed.  
“...either it left a while ago...or it is still in here...” The Doctor mumbled, eyes scanning the room as he spoke.  
Rose did the same,the tension building up quickly inside her. Two ways out of the room, and she only knew the way through one of them. If they had to for any reason, have to use the other door, she risked getting lost if separated.  
But she could see the Doctor's mind was turning, coming up with multiple possibilities in a manner of seconds. Deciding which could work and which wouldn't. She really did envy him for that ability.  
Both their thoughts ended abruptly as they heard a single drop of something hit water, then another. Both turned to look back at the pool in the center of the room, seeing the blackness was slowly rippling.  
They waited, staring, waiting for anything more to happen. But as the moments ticked by, the water settled and there was nothing more.  
“...I think we should...move back to the tunnels and regroup a bit...least we both no our way about out there.” The Doctor suggested.  
She nodded slowly, glad she wasn't the only one thinking of the possibility of her being lost.  
They both backed up slowly, not taking their eyes off the pool. But it stayed quiet, no further rippling to be seen. The only movements were their own, the only sound also their own as a foot skidded here or there or clothes rustled slightly.  
But then another sound joined theirs. Another drip...hitting concrete instead of water.  
They both turned in the direction of the sound but still found nothing. It was when a drop hit the Doctor on the shoulder that the realization dawned on both of them.  
He started to slowly look up above them, but only managed to do so halfway as Rose plowed into him from behind, knocking him to the ground.  
He turned beneath her, about to ask what she was on about, when he saw the thing standing behind her. It had begun to drop from the ceiling as he was looking up and had Rose not tackled him, it would have leveled him to the ground. It propped itself up with a few of it's tentacle’s, the others slowly flailing about. It was a dark black creature, it's glowing red eyes being the only source of bright color. Both could hear the clacking sound of it's beak beneath, opening and shutting.  
He mumbled a quick thank you as he slid out from beneath her, pulling her to her feet and running for the exit with her. They could hear it moving quickly behind them, it's many tentacles smacking the concrete as it chased them.  
The Doctor pulled his sonic out with his other hand and leveled it on the door, forcing the hatch to unlock.  
He forced it open with one swift kick as they continued into the tunnels. The Octopis still well on their tails, refusing to give up.  
They turned back into the flooded tunnels and back into a major disadvantage. Not only would the water slow them down, but it would speed up the creature. The ledges on either side of the water were just too thin to run along. Walk, maybe. But running, they'd just keep slipping off. All they could do was make a mad run for it.  
It wasn't long before they heard the splash behind them as the creature hit the water, it's speed would now be increased.  
Deciding they had no other real option, the Doctor opted for the tiny ledges along the water. They didn't have a lot of space to run, and the chances of slipping were great, but they could pick up a little more speed that way.  
He still pulled Rose along behind him, urging her along as she began to tire. He'd get her out, he had to. They'd make their way out, it wasn't far now. He could see the small glimmer of light towards the end of the tunnel. They were almost there.  
Until...  
“DOCTOR!”  
He had little time to reacted as she was ripped from his grip. He turned around only to see her pulled down into the muck, her whole form disappearing before his eyes. “ROSE!”  
There was no hesitation in his actions as he jumped in, knowing it would have skirted backwards as soon as it grabbed her. It would drag her back towards it's den or maybe another area since they knew the dens position. And in the time it would take to do that, it would be drowning Rose the whole way.  
He scanned the water as he moved forward, screaming her name at the top of his lungs even though he knew it was pointless. She couldn't hear him under there. He could only hope he would get some sort of sign where they were. And shortly after he got one as Rose flung a hand through the surface, trying her best to show where she was.  
He dashed forward at that point, flinging himself down at the spot and landing right on the creature beneath.  
The Octopis was quite obviously taken by surprise and it's grip on Rose faltered for a moment, allowing her to tear free and lunge above the surface. She clambered to the ledge on the side, pinning herself as close to the wall as she could get, watching the spot where she surfaced from. It was quiet for the longest time, an agonizing time.  
“DOCTOR!  
He broke the surface right after, scrambling up next to her as the Octopis lunged above the surface as well. The Doctor acted on instinct and just kicked out with his foot, nailing it in the face. His foot sunk in a bit, a slimy squishing sound emanating from the creature as it's face buckled in. He was in no way hurting it, but it was enough to make it decide it wasn't worth all this. Slowly it slid back into the water and disappeared.  
The Doctor risked no more time, ignoring the shock of it all as he grabbed her hand again, pulling her along. His grip was much tighter on her this time, so much so that it hurt a bit. But he wasn't risking her slipping from his grasp again.

 

They emerged from the tunnel to the sharp sting of the sun, but even now he didn't waver. He kept up their speed and pulled them both into the safety of the TARDIS, only now allowing them both to drop to the floor. They breathed heavily, exhausted.  
It was a long while before either started to strip off the protective gear, Rose tossing the respirator to the floor. She was actually quite grateful to the thing now, as it caught some of the filth that had been in the water.  
She started to slowly get up, only making it halfway before her knees faltered. She didn't hit the floor though as the Doctor took hold of her and held her up.  
“We should get cleaned up, you especially. I can handle whats in the water better than you can. After you're done I'll run you through a De-toxifier, should take care of anything else you picked up.”  
She only nodded slowly, still quite obviously shaken. He helped her down the corridor to her room, getting her as far as her bathroom. “You can handle it then? Not gonna fall on me huh?”  
“I'll be ok Doctor, just...don't be too far, yeah?”  
He nodded slowly and let her make her way into the bathroom, turning away as the door closed.  
He got about as far as her bed before he flopped down, burying his face in his hands. This had been the very thing he was trying to prevent. He nearly lost her down there. He really needed to think this through a lot better before trying that again.  
After a few moments of allowing himself to settle, he got up and headed to his room. He started stripping down as soon as he walked in, heading straight through to the bathroom.  
He stepped in and left the water cold, needing something to shock him back.  
He stood under the spray for a bit, not doing much of anything as he replayed it over in his head. There were quite a few things that needed to change. One, they needed to keep the fight well away from water, two...he had come to the conclusion killing the creature was the only course of action. Though his issue with that stemmed from the fact he wasn't sure if it was the only option or because he was angry about it almost killing Rose.  
He shook his head, beads of water scattering. He'd deal with that later. No more today. He just quickly finished up with his shower and changed into his blue suit before heading back towards Rose's room. He stopped outside her door as he could hear her moving about inside. He knocked gently after a moment. “I'll wait out here for you.”  
“...thank you.” She said, a bit muffled. Whether because of the door or from her own volition he didn't know.  
After a few more minutes she did eventually emerge, leaning on him as soon as she stepped out.  
“...come on then...lets get to De-toxifier and then we'll get you back home.”  
She gripped his arm tightly as he started to move along with her, slowing him a bit.  
“Don't...I know what you're thinking. I know this scared you. Don't...leave me behind please? Don't leave me because you think it's for my own good. Please?”  
“...I won't leave you Rose...I promise...besides...you'd find some way to track me down again wouldn't you?”  
The ghost of a smile crossed her lips for a moment but was gone just as quickly. “I mean it...”  
“I mean it too. I won't leave you.”  
Satisfied, she loosened her grip a bit but still didn't let go as he lead her down the hall.


	3. Chapter 3

**Summary for the Chapter:**

> After a narrow escape in the sewers, the Doctor and Rose return to Jackie's flat. It becomes a long night of being chewed out by Jackie, and research and planning. But with time running low, will the Doctor find what he needs to know?

Rose slowly blinked her eyes open, staring up at the ceiling above. It took her some time to realize it but, she eventually realized she was not in the TARDIS, but in her room. For a few moments she was a bit confused, wondering how she had gotten there to begin with. She knew it couldn't have been by her own strength. So it must have been the Doctor.

...the Doctor...

She sat bolt upright, glancing frantically about the room. After realizing she was alone, she began to panic. Had the Doctor just brought her here and left? Too afraid that harm might come to her again?

Wasting no more time, she clambered out of bed, rushing to the door. She stopped though, her hand just hovering over the handle. She could hear voices on the other side, one sounding apologetic while the other was frantically jabbering on, not giving the other time to talk much. Her mum was laying it into the Doctor, and despite his few words here and there, he wasn't really defending himself. Of course he wouldn't. He was taking everything that happened on to his own shoulders like he always did.

Frowning a bit, she gently laid her hand on the door knob and after a few ticks, slowly turned it. The eyes in the room fell on her door as soon as they heard the click of the latch, so they were already watching her as she opened the door. She didn't say anything, just closed the door gently and walked over, taking a seat quietly by them.

The room now fell into an uncomfortable silence, like whatever they were discussing wasn't meant for her ears, even though she knew very well it was about her.

Finally, losing her temper a bit, she slammed her hands down on the table, causing them both to jump. “I know damn well what you were talking about. Why play coy now? You're mad you let it happen, which you couldn't prevent by the way. And mum, you're mad at him cause you think he didn't protect me. Why be so secretive about it now?”

Jackie looked at her but the Doctor diverted his gaze to his hands, which were folded on the table. He was internalizing it all, taking full responsibility. 

Rose only shook her head, deciding to take this in another direction if she could. “Right then. Just what all did you talk about then? Pretty much what all happened down there, yeah?”

Jackie nodded slowly. The anger was still very clearly written in her eyes, but the fact she nearly lost her daughter again, and that Rose would defend the Doctor to the end, kept her from snapping at her. “Don't you think this is going a bit far Rose dear? I know you love this. All the traveling...helping people. But you could get really hurt...die even. Do you ever think about that sweetie?”

“Of course I do mum. But I've been given a chance to do so much more, to help so many different races. I can't pass that up.”

“You could die!”

“Mum!”

“Enough...” They both stopped and turned to look at the Doctor. His gaze had still not risen from his hands, but they were intense. His feelings were conveyed even more so by his hands clenched tightly together. “I made a mistake. I felt like I knew more than I did going in there. But I was wrong.” He finally let his eyes fall on them again. They softened a bit over the seconds, replaced instead by obvious fear. “The truth is Jackie...you and I both know we can't keep Rose from this. She always finds her way back into the throng. Shes...shes meant to be here. That was quite literally written all across space and time. She always ends up where she needs to be. Shes special...”

“And I don't deny that Doctor. But shes my little girl. All that I have left. You need to understand that. She...she doesn't have all the extra lives that you do...”

“I know that Jackie. But this is Rose we're talking about. I don't think either of us can win against her.”

“Ok, hello again. I am in the room.” Rose let out a long sigh, looking between the two. “I know what happened has got everyone rattled, but that thing is still running around, able to kill more people. And we're just sitting here fighting. If you want to keep it up later, fine, whatever. But for now, how about figuring out how to take that thing out, yeah?”

“Right...” Jackie said, getting up. “I'll make you both some tea then, it'll help you think.”

 

The Doctor watched her for a few moments as she departed, before he turned his attention back to Rose. She had her head tilted down a bit, rubbing at her temples. He was always amazed how she could go through so much and still the only thing that stressed her out was her mother.  
He slowly reached across the table, settling a hand on hers and gently squeezing it. “I'm sorry about all this, I really am. I knew all of this was going to be rough but I didn't think things would get this out of hand.”

“It's alright Doctor. I'm fine...and mum...well you know how she gets. She gets all this, she really does. Doesn't make it any easier to accept though I guess.”

“As I've said before...I really wouldn't protest if you sat this one out. I can handle this my...”

“Don't start this again Doctor. My minds made up. It's always been made up. I've seen...Nestene Consciousness, Living Plastic...talking skin...giant head in a jar...Boe wasn't it? I've seen a lot of what people in my time would call strange stuff. I'm not about to be beaten by walking sushi.”

The Doctor couldn't help a slight chuckle to that. She did seem to take on a lot without batting an eyelash. She was probably one of the few, other than him, that could look a Dalek in the...eyepiece...and not flinch. It made him wonder if this was going to become a thing. People that would travel with him that had far more meaning behind them then the normal traveling and need to help. If there would be some kind of destiny that was laid out for them.  
He shook his head a bit, not liking thinking of her no longer being there.

“...Doctor...?”

He just squeezed her hand a little tighter, looking at her quietly. She could see the worry in his eyes, and there was nothing she needed to say about it. She knew what he was thinking. Instead she just slipped her hand from his grip a bit and turned it over, squeezing his back. She knew out of everything, this simple gesture always helped him relax, and indeed it did. His shoulders loosened up a bit and he let a small smile return to his lips. They still said nothing till the clattering of the teapot brought them back and they slipped their hands away as Jackie fumbled for mugs.

“So an octopus thing you say?” Jackie asked as she filled mugs. “So whats the normal weakness of an octopus then?”

“Um...well...I suppose anything in general really.” The Doctor said, rubbing the back of his head. “But this is no normal octopus.”

Jackie nodded and set the mugs in front of them, going back for her own and taking a seat. They both looked at her, a bit confused.

“...what? If you're going to keep exposing my daughter to these situations then you're going to start filling me in on some of these things.”

“Uh...well, ok then.”

 

The Doctor then went on and on about what little he did know about them, what he faced in the past, and a bit on some things that happened in the sewers that he 'neglected' to tell Jackie before.  
She replied to all that with what could only be expressed as a murderous glare.

“You both are bloody bonkers.” She said at last.

“Weeeeelll. Not going to deny that there. But who is ever really entirely sane eh?”

“Not earning any brownie points there Doctor.” Rose muttered.

“Didn't think so.”

“Anyway...”, Jackie continued. “what you plan on doing about all this then? You don't know much about the creature, pretty much riding by the seat of your trousers. So what are you going to do?”

“Well, that's what we have to figure out then now isn't it? First things first, head down to the TARDIS and check the archives. See what I can kick up there. I doubt just putting a spear through it's squishy head is going to do much. Just because you have a big squishy head doesn't mean big brain to fit it...or that the brain is located in the same area as any other species.”

“Most stories have octopus and squid creatures like...telepathic or something. Starting to wonder if they were on to something.” Rose said quietly. Not sure if it was an observation or over thinking it.

“Well, certainly not far off. When your writers here come up with stories, they generally build off of a platform one person originally laid. Basically someone who knew the truth used it for a story, and everyone else used it because it became a trademark for a creature. Some do a pretty good job building off old trademarks for creatures. Some don't. I mean sparkling vampires? Really?”

“Doctor, you're getting off track.” Rose chuckled.

“Right, sorry.

“Wait, are vampires real then?” Jackie asked.

“Well...not really sure about that. Never saw one...I just kind of used that as an example of mucking with things...but maybe we can go over that another time. Don't really have time to go over things like that right now”

“Says the man who rambles on and on about off topic things anyway.”

“Oh alright Jackie. I get it, I talk on a bit too much. But my heads too full of stuff, have to get it out. Anyways, we have a lot of work to do and little time to do it. So whoever is helping, lets get down to the TARDIS then.” He said as he made quick work of his tea before getting up.   
Rose was quick to get to her feet but he was a bit surprised to see Jackie jump up as well. He had to swallow down the bit of anxiety building in his throat. “...you coming too then Jackie?”

“I can be just as capable as my Rose I'll have you know.”

The Doctor couldn't control the sideways gaze he gave to Rose at Jackie 'suggesting' she was just as capable. That was quickly followed by a smack from Jackie.  
He set his hand to his stinging shoulder, letting out a silent ow and looking decidedly confused.

Jackie only pointed a finger right between his eyes, gave him a warning glare, and started for the door.

“...your mum likes to hit me too much.”

“You tend to do things to justify it I'm afraid...”

“I understand last time but this time?”

“You really didn't notice the look you just gave did you?”

“...no...”

“...come on you dork.” She grabbed his arm and tugged him along, catching up with her mum as she was heading down the stairs.

“Parked in the same place as usual then?”

“Ai Jackie.” He said with a strained tone. She was quick to turn on him again, repeated the pointing and the glare, and then moved along again.

“...oi, careful. Keep that up she might just manage to give you a concussion.”

“Like to see her try...” He mumbled.

 

A bit later, the three of them were perched at various places in the TARDIS. The Doctor was hovering at the console, going through the archives on the computer. Rose was stretched out on the chair behind him, going through books on various alien species. Jackie was perched up top doing the same as Rose, her face scrunching up in confusion frequently as she tried to read the species' names. They really only left her to the task to keep her busy, not really expecting much of her.  
The silence carried on much longer then the Doctor would have liked. He was surprised that there wasn't even a small bit of information on these creatures besides what he already knew. They had a name, a place of origin...and that was about it. No one seemed to care to study them, or if they had...he wasn't sure any of them survived the encounter.  
He ran a hand over his face and through his hair, his obvious sign of frustration showing through. He grunted here and there, smacked himself in the head, kept complaining about his head being thick. The basic signs the man was unraveling a bit.   
Rose looked up at him over the book she was glancing at, recognizing the signs. Her mum on the other hand was watching him like he'd gone mad. 

Rose closed the book and set it down, getting up and laying a hand on his shoulder. “Alright then, time for a break, yeah.”

“No time.”

“Yes time.” She said with command laced in her voice. She took a hold of his hands and pulled them away from the keys and yanked him along. “Just a short one then. I'll get you some tea, always gets your brain moving. We'll be back in a tick mum!” She yelled as they disappeared down a hallway that hadn't been there before, confusing Jackie.

“And don't go wandering!” The Doctor called back. “The TARDIS might switch the halls on you!”

“The TARDIS might what...?” But they were well out of earshot by the time she asked the question, leaving her baffled.

 

Rose was laughing a bit as they made their way to the kitchen, imagining all the different ways the TARDIS might choose to mess with her mum. She was sure the TARDIS wouldn't send her off anywhere that might cause her to get hurt but, she knew various rooms the TARDIS might send her out of shear fun. She figured the top of the list would be the green house, rigging it so she'd set the entrance at the beginning of the massive hedge maze Rose discovered he had. And she was sure the TARDIS would take the hall entrance away as soon as her mum stepped out.

“Got quite a bit of a kick out of that small comment didn't you?” The Doctor asked her. He was amused but the bite of concern was still quite evident in his voice.

“Well yeah. You know how the TARDIS can be. Has she always been this way?”

“Not really. She likes to have fun from time to time, even she gets bored. Seems to be a more recent thing though. Process of aging I suppose.” He gave a slight chuckle but apologized quickly as the TARDIS made a grinding sound in complaint. Rose only laughed again.

 

He settled down at the table while Rose got some tea going, keeping to his thoughts. She could pull him away all she wanted but she'd never get that brain of his to stop working.   
Despite how much it pained him, he kept thinking back to that day, when that family had been killed right in front of him. He was trying to figure out just what had happened to make him freeze. He went over it over and over, a continuing cringe etched on his face as he repeated the scene in his mind. He just couldn't see what had what went wrong.

“Doctor...break...” Rose pushed again as she set a mug in front of him, sitting down with her own.

“I can't help it. I know I'm missing something...something right in front of my face. The answer just feels so simple yet...I can't grasp it.”

“You always manage. Maybe you're just thinking too hard, yeah?”

“I always think too hard. I'm so used to it that it shouldn't be a problem.”

“It's always a problem.” She said with a laugh.

He furrowed his brows a bit, not sure if he should feel offended or not. But then he let a small smile slip. After all was said and done, if you looked back at a lot of the things they had been through, some of them could be laughable with his amount of over thinking. “Guess you're right there. But I just can't see how I'm being 'beaten by sushi'.” He said, reiterating her words.

“Well seems to me that while thinking is your strong point, also seems to be your enemy as well.”

“Yeah...yeah...YES!” He shouted as he jumped to his feet, nearly sending Rose flailing to the floor.

“The hell Doctor?”

“Thinking, that's it. I've been sitting here thinking, going over that moment in time over and over. Trying to figure out how I couldn't save that family. Why in the bloody hell I froze. And that's just it, thinking. We talked about it earlier and it slipped right passed me without me noticing. RAAAAA! I'm so thick!”

“Doctor...? What...what did we talk about earlier?”

He poked her head gently, as if thinking that little bit of context would help. She only tilted her head. “When you talked of telepathy remember?”

“...oh right, a bit. About Octopus things having telepathy in stories.”

“Right. I think you really were on to something there. There's varying strengths of telepathy. It is quite possible it's strong enough to even block me. It probably froze me in place and just...kept my mind from registering it to memory.”

“But why? Why would it do something like that? And why wouldn't it just kill you right off?”

“Not entirely sure. But it's possible it saw me as a kindred spirit. With my own form of psychic connection. I might have just been ignored by being...similar...”

“So...we know one thing to watch out for at least. But why didn't the one in the sewer use it then? Woulda been easier, yeah?”

“Easier yes. But probably not needed. When I met them the first time they came to a planet not their own. They traveled about. This one may have the same circumstance but...it's been here a while, it's taken root. Basically we were in it's home, it felt safe. Emboldened.”

Rose thought all this over for a moment. It did all make perfect sense, and although it didn't help to stop things, it was a step in the right direction. “So what are you going to do then? Have a mental battle with it?”

“Certainly not. Too much can go wrong in one of those. We still have to find a better way to go about this but...not gonna strike it down as a means to protect myself from being forced into a frozen state again.”

“Well at least you have a backup then. But...if you are right about this...then what you said before probably rings true too.”

“Whats was that then?”

“About people writing stories with monsters, and other authors later elaborating on those monsters. Maybe it's possible then that...maybe...someone met one of these things. Maybe that's how telepathy entered the fray?”

“Possible. They say there's always some truth to fiction after all. Doesn't mean their means of defending against it are true though. I mean, we could go through some of the books and I could hypothesize if they would work but...that's way too many books.”

Rose let out a long, tired sigh. It had been a long night and despite what sleep she had earlier, she still was exhausted. 

“You really should just get some more sleep Rose. You and your mum. I can keep working on things.”

She gave him a sharp look, that warning holding heavy in her eyes.

“Don't worry. I'm not going anywhere. Don't want to face you skinning me alive later on.”

She reluctantly nodded and got to her feet, pausing as she heard a muffled yell. She looked to the Doctor to see if he'd heard it too, and judging by his perplexed look and raised left brow as he looked towards the door, he had.  
They both listened quietly, trying to see if their ears were just playing tricks on them. If maybe it was another sound somewhere amplified by the halls of the TARDIS and the track their mind had been taking.  
But when they heard it again, it was quite clear.

“Blimey. Does your mum listen at all?”

“Does anyone really listen to you when you tell them to stay put?”

“...a trend that needs to stop.” He said as he pushed up from the chair and headed out the door, Rose close behind.  
They both strained their ears again, listening for her to call again. When she did, they headed in the general direction, playing their own little game by not calling out to her. To the Doctor it just felt like a harmless game of revenge he had no problem playing.   
Eventually though, the game began to take a less entertaining turn as the TARDIS continually moved halls and rooms to keep the game going a bit. She really was just having a bit of fun but she also seemed a bit upset herself. No doubt feeling the Doctors anxiousness that still lingered in him from earlier. Jackie was the cause of it, so the TARDIS felt a need to do something about it.

“Alright girl, that's quite enough. No more moving things.”

There was a whine in the system, obvious displeasure at having to end the game. But the TARDIS did as she was told and allowed them to find Jackie.

She had ended up in the telly room, repeatedly trying to shut off the offending item as it kept flashing the same scene over and over. Apparently the TARDIS had quite a sense of humor as she had chosen The Ring on the telly and kept replaying the cursed tape scene.

Jackie turned on them as soon as they entered the room, not even giving them a chance to say anything. “What the hell is up with this ship of yours! Is it bloody trying to kill me!?”

“No.” The Doctor said simply, swallowing hard enough that both parties in the room could hear it. He could hold his own against her but sometimes he just wanted to hide in a corner and curl up in case she tried to hit him again. “She was just upset. She can feel what I'm feeling and she must have picked up on the fight we had earlier. She was just...being protective I suppose.” He said as he diverted his gaze. Jackie could be like a curled up viper a lot of the time, ready to strike at any moment.

Jackie just closed the last bit of distance between them, sticking her index finger right between his eyes and poking hard as she could.

“Oi! Ow!”

“Don't ow me! I'll poke you hard as I like E.T.! You tell your ship she tries anything like that again I'll...I'll...”

“Not much you can do to her mum other than make her madder. I'd stop poking him like that while your in here...”

She gave him one last poke before turning about and facing Rose. “How can you stand being around this alien bloke everyday?”

“...not really that hard to really...”

Jackie just stared at her for a moment before turning about again, facing the Doctor. “I swear to you alien boy...you hurt her...”

“...excuse me?” He lifted a brow, confused where she was taking this conversation now. “Why would I hurt her?”

Rose just waved her arms around behind her mum, warning him to shut it.

“You just watch yourself.” She poked him one last time and pushed passed him and out of the room. “Now get me off this rubbish ship!”

The Doctor just stared as her form retreated, completely confused. “...what just happened? What have I missed?”

“...for a big smart Timelord you are daft aren't you? She thinks...” She pointed her finger back and forth between the two of them, hoping he could at least figure that out.

“...oh...OH! What is it with your mum? Can't she stay on level ground at all? One minute shes hitting on me, then shes...hitting me...Then she has a jolly old wonderful conversation with me, then shes threatening to have me picked up by the government...”

Rose just slapped a hand over his mouth, quieting him. “Shes my mum...pure and simple. Can't describe her really...”

“Wibbly wobbly timey wimey, got it.”

“...”

“Come along Rose.” He said as he grabbed her hand and pulled her along. She wasn't sure but it looked like he hand deliberately dodged the question, making it look like one of his off the handle rambles where he forgets what he was originally talking about.

“Blimey, it's like every five seconds we get sidetracked from what we're supposed to be doing. Get your mum out of here and keep her out. I've got work to do and I don't need her breathing down my neck every five seconds.”

“...easy Doctor. Shes my mum...she just worries is all. Shes not being that way for the hell of it you know.”

“Shes driving me insane.”

“...well sorry bout that. Shes been through a lot, yeah? She already lost dad, and she nearly lost me. How do you expect her to react? God, you'd understand if you had kids. So you can't be one to talk can you?” She pushed passed him without another word, not even quite sure why she let it get to that point. Her mum could be irritating yes, even she got annoyed. But she knew what buttons not to push.

The Doctor did try to call out to her but he seemed to have lost his voice suddenly. Instead he just put his hands in his pockets and let her go. He'd caused enough trouble for the day, he didn't want to exacerbate things more.   
So after she had long disappeared, he turned on his heels and headed off down the hallway, making his way to the library. It was his usual thing to do when he was left to his own devices. Either find something to tinker with or read. And right now he had a lot of reading to do.   
It was true he kept getting pushed off the track of what he was supposed to be doing and in truth, that's why he was so frustrated. There was a creature out there, killing people, children possibly...and he kept getting thrown off track by...domestics. This was probably a good reason to not deal with members of the same family in the future.  
The pain to his hearts that thought caused him sent him leaning against the wall. He hated goodbyes...he really did. But never before had the thoughts of an inevitable goodbye hurt so much. Well...he had to admit leaving Sarah Jane behind was probably one of the other harder goodbyes in his long lives. But he always knew that it would happen, had to happen. None of them could stay with him forever. And that thought always kept him from teetering off that forbidden edge. But this time...he was losing his fight. He could feel the hands of someone trying to push him off.

The soft hum of the TARDIS around him brought him back, pulling him from the thoughts that always found him despite his constant battle to keep them at bay. “...thanks girl. I'm alright though.” He said, running a hand through his hair. Funny how he lied to himself as often as he lied to the people who wanted nothing more than to help him. “For now...I have work to do.” He pushed off the wall again and headed into the library, his mind already working to focus on the task at hand, to push everything else out of his mind. He had a theory in his mind now, and he was going to go about researching the possibility. If he was right, he might just be able to end this.

 

The next morning, Rose returned to the TARDIS. After a night of restless sleeping, she had come to the conclusion she had been way too hard on the Doctor. Well, she knew she had been from the get go. She hadn't even been as mad as she came across as. She was just tired and frankly annoyed with how her mum and the Doctor just couldn't get along on a constant basis.  
So now she had to give a lengthy apology and figure out if he came up with anything.   
She had figured since he wasn't at the console, then he must be in the library. She just wasn't prepared for what she saw.  
The library was a mess. He was sprawled out on the floor, books scattered about all around him. Some were on the table while still others lay scattered about so haphazardly at the foot of the table, that it looked like he had just flung them off in anger.  
The Doctor himself wasn't doing anything really, just laying there with a book over his face. Judging by how his breathing was, he looked to be asleep. Now she could really only count a handful of times where she actually saw him sleep, and none of the events were very close together. So she had the intense feeling something was wrong.  
She made her way over, nudging the bottom of one of his feet with her foot. As expected he was easily roused, and with a slight jump he removed the book from his face.

“Oh...Rose. Is it morning already?”

“Nine actually, yeah. You alright?”

“Yeah.” He said as he sat up. “Long night...surprised I nodded off. That's not like me.”

“That's why I wondered if you were alright. Well...that and judging by the state of things in here, you look like you got a bit frustrated...”

“Looked all night to see if I could find any reference to those creatures. Still nothing. So I figure, judging by their telepathy possibility, if they didn't kill anyone who saw them then they did the same to them as they did me. No one remembered. So I had to go down another path, and I think I have it.” He said as he bent down and picked up the book that previously covered his face. He walked over to the table and set it down. “Have a look.”

She gave him a bit of a look before walking over to see what he had. It was a simple book on marine life, opened up to the page on octopuses. “...thought you said they were different from ours?”

“I did. But I think I was wrong...and right at the same time.”

“...elaborate?”

“I'm not sure we're looking at an alien species as much as we're looking at an evolved one. Octopi are very intelligent, problem solvers, even masters of disguise. Now it's no real secret that other alien species have been studying life here, taking animals and experimenting on them. The rouges of the universe really. Technically it's outlawed by the Shadow Proclamation. But who listens right? Anyway, one species well known for testing on other species was the Shrantool, extinct species I might add. And in the oddest way...”

“...in what way?”

“Mass suicide. The entire species, all on the same day. Last thing they were studying...Octopi...”

“...they made them kill themselves...?”

The Doctor nodded slowly. “Think so. But even if there was a massive population of the Octopi creatures, there wouldn't be enough to do that in theory. So they must have amplified the signal, made sure it was in every home on the whole planet. Without any of this information, we classified them as creatures, animals really. But no, they're beings. Intelligent beings that probably have their own systems and societies...”

“...blimey this is getting complicated.” Rose said as she took a seat at the table. “So...you have a plan yet then?”

“Maybe...but things might yet be more complicated.”

“How much more?”

“Lots of species of Octopi out there, depends which one they were most interested in. And judging by the reports from the attacks here...I think I know which one. And it makes things a lot more dangerous.”

Rose tilted her head slightly, waiting for him to elaborate more. He answered her by turning the page again, where lists of species were laid out.   
He pointed to one and continued again. “Mimic Octopus. At this place and time, can mimic about...six or seven different species for protection. Flat fish, Lion fish, Sea Snake etc. Can morph it's body around to look and move like them. Even change colors to match. Now you add whatever medical modifications were done to them...and you get an evolved form of mimicry. Full shift...”

“...like the reports of the shadow man...”

“The ghosts.” The Doctor said, nodding. “But that means it can change to anything now in theory. So on top of figuring out how to fight it...we have to figure out how to detect it. Can't go around scanning every living being with the sonic after all. That'd take forever.”

“First thing I'd suggest is blocking that telepathy it has.”

The Doctor nodded yet again. “Now that I know about it I can make sure my guards up against it. Now the question is how often does it morph? And will it even? It's been around here so long I'm sure it's pretty confident to not to have to use too many tricks.”

“You might have changed that way of thinking the way you held your own down there though. It might just use more of it's defenses now.”

The Doctor let out a heavy sigh and propped his elbows on the table, running his hands over his face. “Just have to take that risk then, because I'm not letting this go on any longer.” The Doctor said as he got to his feet, leaving his mess behind and stalking out of the room.

“Doctor wait!” Rose yelled as she quickly followed him out. “You're just going to barge on back in there again are you?”

“I am, you're not.”

“Oi! You're not leaving me out of this!”

He turned about quickly, settling a hand on either of her shoulders and looking her dead in the eyes. He was mere inches from her face, his eyes holding nothing but worry and determination. “Just this once Rose, please. I know we've been through far worse, but I've never had to face your mum over it as much as I have this time. It was usually a yell and a smack...not this time. And for her peace of mind I'm gonna let her win this once. Besides...there's too much it could do to you. Just stay back this one time. I'll come for you when it's over.”

“I'm sorry but, learned a long time ago you shouldn't do things alone...”

“Well I am this time...end of story. Go wait back at your mums flat. I'll come when it's over.”

The look she gave him was a mix of frustration, anger, fear, and exasperation all rolled into one. All he could do was give her a reassuring smile. 

“I'll come back Rose. I'll be alright...and I won't leave you behind. Don't think I ever could.”

“You did once though...”

“Was a different man then...and didn't plan on making it. This man though, doesn't give up.”

“...” Finally she let out a long sigh, looking down at the floor. “You better come back. And when you do...we're taking that vacation. Blimey you need one. We both do.”

“Quite right. How bout Barcelona like I promised?”

“Deal.” Rose uttered as he turned from her to walk again. She continued closely behind, knowing damn well she wasn't going to let him do this alone.

And he in turn knew damn well she wouldn't let him either. He just had to try and finish things before she made her way down there. That in itself was as big a challenge as fighting the Octomencapis.

“...one more thing Doctor.” Rose said quietly.

He looked over his shoulder, taking in the look of her down turned face. “...what is it?”

“...I wanted to say...I was sorry bout last night. Think I went a bit over the top. I mean...I've seen mum get all worried before just...felt real different this time...”

“...” He stopped and turned to her again, this time wrapping his arms around her and pulling her in for a tight hug. “...don't be. Even I noticed it was different this time. That's why I acted a bit differently. I...I do know what shes feeling...I mean...she probably looks up at the skies every night...wondering where you are, hoping you're alright. It's what mums do. What parents do. They can be annoying, and nagging but...they do it cause they love you...weeeell, some do it to be annoying on purpose as well but...”

That elicited a small laugh out of her as she brought her face up to meet his. “...almost does sound like you know what it's like.”

“...not hard to...guess at I suppose. How a parent would feel...sometimes it's just best to let them have their moments. If only to give them a small degree of comfort.”

“...you'd make a great dad I'm sure.”

“...come along Rose. Lets get you back upstairs. Then I'll put an end to this.”

She nodded slightly, slipping from his embrace and slipping a hand in his. He smiled, that almost childish giddiness there again, if only for a moment. Then he lead her along as he tried to formulate a plan to finish this before she interfered.

**Notes for the Chapter:**

> I re-read this about a dozen times. Hopefully it turned out right. >>


	4. Chapter 4

**Summary for the Chapter:**

> The Doctor descends back into the darkness of the sewers, this time alone. Will he find this to be a great mistake?

**Notes for the Chapter:**

> I just want to thank everyone that has been reading this. This has done far better then I expected. You all are making this really fun to write. Thanks again guys. Till the next chap! ^^ 
> 
> Also, there isn't many but there are some spoilers for the Classic Doctor Who series. Mainly the Fifth Doctor's run. So just be aware.

After a few hours, the Doctor left to make his way to the sewers. Rose had stood out on the landing, watching as he made his way off to the TARDIS, tearing up as she heard the familiar wurring sounds. In moments he was gone, leaving her staring at the spot where the TARDIS once stood. He hadn't even turned around to look at her before retreating inside. She knew his reasons though. If he had, he might have second guessed himself. Decided against his better judgment not to leave her out after all. But even though she knew his reasons, it still pained her a bit. Despite all he had said, there was still that tiny prick of worry that he may not come back for her. And an even bigger pain that he may not even leave the sewers alive. She knew the consequences of being cut down mid regeneration. 

She shook the thought from her mind and walked back into the flat, shutting the door quietly behind her. They'd been through far worse. He'd been through far worse when he was traveling on his own. But she still couldn't help the memories that flooded forward. The ones one would get when they believe a situation to be so dire that survival is next to nil. She thought the worry was misplaced. Something like this could easily be nicked in the butt right?  
But even still, the memories kept coming. She looked down at the tiny cat door at the bottom of the front door, seeing his previous regenerations big eared mug looking back at her. It continued on as she walked, reaching the living area where that plastic arm attacked them. Only now blushing at the memory of them both falling to the floor, breaking the coffee table as he tried to remove the arm from her face. The precarious position she only now thought about. The spot where the remote Christmas tree attacked. It was amazing just how much drama had happened in this tiny little flat. But there were the good memories too. Spending Christmas together after the Sycorax invasion. Even when her mum smacked the Doctors previous regeneration, thinking he was taking advantage of her. That was a bit funny.

She shook her head slightly, taking a seat in the chair by the window, looking out. Her life had gone from dull and mediocre to fascinating and exciting in the flip of a coin. And even though in comparison, the Doctor had only been there for a short portion of her life, she still couldn't see living it without him. She was starting to see more and more just how close she was getting to this alien from well beyond the stars. Well, she did know, but she hadn't known how far it had gotten till now. She wasn't quite sure he reciprocated those thoughts, or if he did, if he'd do anything about it. He would go on, changing again and again...and she couldn't follow.

She sat forward, puling a Doctor and rubbing her hands over her face at the thought. It wasn't something she would worry about now, or at all even. He wouldn't allow it and she knew it. But regardless, she was going to stay. No matter what.

“Rose dear! Hungry?”

She jumped a bit. Forgetting she wasn't alone in the flat. She ran her hands over her face one last time before answering. “No. Not hungry mum.”

“Now sweetie, not healthy to not have a bite of anything. I know you're worried bout him but, he can take care of himself.”

“I know that mum.”

“Then stop pouting and come have a bite, or tea at least.”

“Every time something happens here we do the proper British thing and have tea. I'm getting bloody tired of it I am.”

“Oh alright. Coffee at least then?”

“...oh fine mum. Whatever.”

Jackie looked at her, her face softening a bit as she walked over, kneeling on the floor in front of her. She set a hand on Rose's and looked at her. “...I know the Doctor means a lot to you. And I know you're worried bout him...but he's doing the right thing here sweetie. He's trying to keep you safe. And as much as I may fight with him over these things...I respect him for doing whats right when need be. He does keep you safe...and I think I owe him an apology over all that. You always come home...so he must be doing something right...”

Rose let a slight smile slip. Hearing her mum admit that meant the world to her. They just had to find some ground to compromise on she guessed. She figured it was high time the two sat down and had a proper talk over things.

“So,” she said as she got up, walking to the couch, “can you tell me a bit about your travels? You don't talk about a lot of it.”

“For good reason...” Rose mumbled. But she figured if her mum was going to finally be able to give the Doctor the benefit of the doubt, she at least owed her this much. “Well...seen lots of different species. Nothing like the little green and gray men you always see on telly. Some you just wouldn't believe even if you saw them. Others, like the Doctor, just look like you or me. With...some differences. Some are vicious...but even more are kind hearted...”

“Is a bit hard to believe. Even after seeing some of it now. Still almost like a dream...or nightmare really. Can't blame me for having reservations with the Doctor. I've been attacked more than once with him around.”

“They would have come regardless of if he was here or not I'm sure mum. But at the same time...you're alive cause of him...”

“Spose' you're right there...”

Rose went quiet for a bit, busying herself by looking down at her hands. There was so much she just couldn't tell her. Daleks, Cybermen, Casandra stealing her body...watching the world end. “Besides all that though...” she began again, “it's so beautiful up there...TARDIS has shielding around it...like all those scifi shows talk about. You can open the doors and just sit there...stare out at galaxies and supernovas...so much more beautiful than any satellite photo can ever show...”

“...you've changed so much since you started traveling with him...”

“...I was destined to...I'm sure of it. So many things happened that just...they aren't coincidences...”

“...starting to believe that too. Even since you were little...you always wanted something bigger. More than what was just here. Always thought...you were so much like your father. Mind always working...you even used to stare up at he stars every night...like you were waiting. Do you remember that?”

“...no. Not a bit.”

“Well you did. You got excited every time you saw a shooting star...and sad when it was gone. I think...somehow...you've always been waiting for him...just didn't know it yet...”

“...”

Jackie sucked in a shaky breath before getting up and heading into the kitchen. Rose was quick to follow. Jackie was busying herself, putting away food she had started to prepare. Her hands shook a bit, eventually causing her to drop a platter and she cursed loudly.

“Mum...” Rose moved over, hugging her tightly.

“This...none of this is supposed to be real...just...stories. Shows on the telly. You can't go by those, anything could happen. I'm just, so afraid the Doctor will come back alone...telling me he lost you...he couldn't keep you safe.”

“Mum...you can't think like that. Things are dangerous yeah, but...doesn't mean it'll end that way. You have to trust him. The Doctor...he's so quick to put himself in harms way to keep me safe. He refuses to let it happen.”

“But you can't promise it...”

Rose froze for a moment, her answer caught in the depths of her throat. Lying would do no good. She knew the risks, so pretending they didn't exist would do nothing.

“...no...I can't. But we can do everything to keep it from happening. You have to keep faith in us, yeah?”

Her mother slowly nodded. She long since gave up on really trying to get her to stay home. She still kept up the pleas yes, but, it was more out of a small hope she could get through. But if it was true that Rose was meant for this, nothing she said would change it.

“You're gonna go after him then?”

“I have to. The Doctor you see...he has a complicated past. He hasn't told me much, cause it hurts him a lot. But what I do know, is when he's left alone, he changes a bit. A little bit of the old Doctor comes through. The one still rough and tortured. He has these moments where he loses control, and he only seems to calm down when I'm near.”

“...sounds like it's true then. So you best get out there and find him. It'll take you longer than it took him.” She pulled away, going for her bag. “Here's some money for a taxi or a bus. Whatever you choose. Find that nutter and keep him alive.”

Rose took it with a smile.”Thanks for understanding mum.”

“Just go on before I change my mind.”

Rose nodded a few times before rushing out the door, leaving Jackie staring at an empty flat.

 

The Doctor was deep into the sewer system now. As he had guessed, the creature had vacated it's previous residence and was now somewhere in the vast sewer system. He figured though that the creature had most likely become way too comfy in it's current abode and thereby was probably in the same section of the system. Though where was up to debate. He had followed the line back to the building itself, checking to see if it had returned there. But no signs of it were anywhere within, so he returned to the sewer systems. He decided to return to the former residence, heading for the door on the far end and deciding to check the tunnels off in that direction. Even here for a good distance, the water was dammed off, proving it had to of been down this way at least a couple times to do the work. So perhaps it was knowledgeable of this tunnel system as well.  
Problem was, the Doctor was not. He hadn't looked over this part of the sewer systems and so was going in blind. If this thing got the drop on him down here, then he'd have no time to put up a mental barrier against it. Assuming he could anyway.

It had been a long while since he went on a...case I suppose you could say...alone in a long while. He could feel the old thrills of the hunt, but also the vast loneliness as well. He'd gotten so used to Rose being there that more than once he'd looked back to ask if she'd noticed anything. A sense of panic would hit when he didn't find her there, only to be replaced by the knowledge he had left her behind.  
That bit along with the sickening smell and the slime encrusted walls, caused his stomach to do a few flips. He prided himself on how strong his Gallifreyan stomach was but, even it had it's limits. More than once he'd have to stop, thinking he was about to retch.   
A slight sound ahead brought his attention back. Judging by it's sound, it was still a good distance down the tunnel. The sound being bounced off the tunnel walls several times till it reached him.

He didn't take the time to think, he just bolted off down the tunnel, using his more alert ears to guess the location. It really was quite a bit down the tunnel. In fact it was down the tunnel and several more turns. He wasn't even certain it was a valid sound in terms of what he was looking for. It could have been a piece of the wall falling into the murky smelly water. Or a rat that jumped in. But then he remembered that the rats more than likely vacated out of fear of this creature.   
But despite all the logic running through his head, he continued on, searching for the source.

By the time he reached the surmised area, he was sopping wet. Smelly disgusting water having soaked him through up well passed his knees from the heavy sloshing.  
But he had reached his destination. Another heavy metal door, like the one to the main antechamber well back now, stood before him.  
Pulling out his sonic, he worked the lock free and turned the wheel, not caring this time if it heard him. He was tired of this cat and mouse game, and he was determined to put an end to it here and now.

What lay before him on the other side was a massive pump room. The sounds of machinery echoed loudly throughout and blocked any other sound. He knew he was at a massive disadvantage in here and he hoped to whatever god did or didn't exist, that it wasn't in here.  
But when had he ever truly been lucky over his long years?   
And indeed he was right. He felt it more than heard it. He quickly looked up atop one of the massive tanks, seeing only a single tentacle disappear above. Knowing what came next, he was quick to dodge out of the way.   
His assumption had been correct, as only moments after the Octopi dropped to the ground right where he had been. Both only stared at eachother, neither making a move in any way.   
The Doctor though was quick to throw up his mental barrier, hoping it was enough to block out the telepathic creature.  
It seemed to work as he was not debilitated in any way.   
The creature itself tilted it's massive head to one side, taking in every inch of the Doctor. Sizing him up. With the lighting in this room much better than the last, the Doctor could see the tinier details on the inky black creatures flesh. The small little bumps that ran along it, the individual suction cups on each limb; the sunken in sockets around the eyes.  
At the bottom of the creatures head, the part beneath the eyes, were a series of smaller tentacles. Each moved of their own accord and seemed to act as feelers. Probably a way to feel vibrations along the ground itself. It probably helped with hunting in the dark he supposed. And by a hazard of a guess, he knew directly beneath that hulk of a beast, was a hard beak. He knew what damage that would do to any part of the body that chomped down on. And if it got your skull in there...you were finished.

For the longest time neither moved. Both just ran their eyes over the other, looking for any weakness. The Doctor had a harder time finding a kink in the armor so to speak. He had kicked it's head in once but it looked like it was more a hindrance than anything. The creature on the other hand had a multitude of choices where to chomp down. The Doctor was just a very squishy body to that thing. So he fell back on reasoning first. If that didn't work it might at least afford him the time to formulate a plan. Find a weakness.

“I know what you are. Octomencapis. How did you come to be here?”

The creature shifted it head to the other side now, looking almost inquisitive.

“I asked you a question. You obviously hold the advantage here, so whats the harm in a few questions eh?”

The creature seemed to be thinking it over, wondering if this man before him was worth it's time. But eventually it did answer, echoing in the Doctors mind. “You are not of this world are you? Your mind it too strong, too advanced.”

“You're correct.” The Doctor answered aloud rather than in his head. He didn't want to risk dropping down the barrier that allowed the creature to speak to him, but not to delve within. “I am not of this world. I'm from far away, like you.”

“But I sense a connection to it. You are not of origin here, but you have lingered here for a very long time. The human stench permeates on you. And your mind thinks like them as well, despite your obvious advanced intellect over them.”

“I have come to love them yes. There is so much they're capable of. So much they have yet to accomplish. They're not a food source to anyone. And one day they'll join us in the galaxies above.”

“You mean spread across the universe like a plague. You've been with these creatures for a long time, you know what they're capable of. What they do even to their own kind out of greed or passion for bloodshed. They should be destroyed before they spread.”

“We don't have the right to make that decision. Humans have the capacity to change, to become better. Besides, they aren't the only species capable of what you speak. I've met so many. So many that are far worse.”

The creature fell silent again, maybe out of contemplation, maybe something else; the Doctor couldn't be sure. But what he was sure of, was the creatures growing impatience. The glowing red of it's eyes became impossibly brighter, causing a red glow to engulf almost it's entire face.

Then the tiny feelers started to wriggle at a quicker pace, the glare it held on the Doctor growing more intense. “You didn't always believe this...Doctor.”

The Doctor froze, realizing it had broken through his mental barrier. This thing was stronger then even him. He tried again to throw his defenses back up, struggling to build a stronger wall. But the creature had a hold over him now. Any ground he managed to gain was thrown asunder by the creature.

“It's useless Doctor. I have you now.”

And the Doctor found this to be true. He could almost feel those little feelers massaging his very brain, forcing it to release it's many secrets.

“Oh my, you are a complicated one aren't you? Such a past. A long past. The ability to change faces...you're a Timelord. And the last I see. Ah, now I see. No wonder you love them so much. You're just like them. You're a murderer dear Doctor. I can see the blood on your hands. And I see something else. You used to despise these humans. These...stupid apes.”

“Get...get out of my head...”

“Oh but this is nothing new to you. I see some of my kind have had a hold of your mind before, long ago. Weak they were. We were in our infancy at that time. They let you go because they saw you as brethren. But look at you now Doctor. One of the most feared and revered species...and you're weak to me. My own abilities are stronger than yours.”

The Doctor tried desperately to break free of it's mental barrage, but he couldn't. His mind was as frozen as his body itself. He hadn't noticed it before but he could no longer move. He tried desperately to so much as move his little finger, to no avail. He was trapped again. Trapped and this time...completely at it's mercy. This one would not let him go like the others had. He was this ones play thing now. Like a cat playing with a mouse. Choosing whether to just torture it or devour it as well. Though in this case it was him being tortured and possibly devoured.  
Most likely devoured actually. But he could tell that the creature was enjoying this little game. So death was not forthcoming anytime soon.  
But the mental digging was hurting about as much as he was sure the beak chomping down on him would. It really felt more like his mind was being torn to shreds now, separated to tiny sections to be picked through bit by bit. And he could do nothing to stop it.

The creature was slowly making its way around him now in a slow circle, taking in every inch of him again. Reading his body language as much as it read his mind. It made little clicking sounds with each pass, which the Doctor assumed was the creature opening and closing it's beak. Probably like any other creature would lick it's lips in anticipation of a meal. But the Doctor soon found more was going on here than that. The creature didn't just take nourishment from devouring it's victim. It took nourishment from devouring their minds too. He began to wonder if the victims really died of fright from seeing the creature, or if it was from something else. He let what he had left of his rational mind think over things. How people died, what people reported seeing. The creature, the shadow man. Ghosts. The shape shifting...shape shifting...It dawned on him now. Perhaps it hadn't just been the creature itself. Sure he couldn't rule out that people died just by seeing this thing. But many people aren't easily frightened. So how do you kill them? By using their own fears against them.

“Oh you are a clever one aren't you?” The creature spoke again, stopping in front of him. “Well, you're correct. Some humans can be quite strong, even I will admit. They needed coaxing. And well, my species had quite enough time to perfect mimicry. Would you like to see Doctor?”

The Doctor wanted to scream out his protest. Wanted to bash the thing in the head and run. Yes, he wanted to run away from it. He knew what was coming. The things he tried so hard to bury deep. It was bad enough to see it replay in your mind, but to have it appear before your eyes again, he knew even he couldn't handle that.  
But try as he might to protest, he found he couldn't. His very voice was now locked away, paralyzed like the rest of his body. All he could do now was watch.

“I see them Doctor. The many faces of the people who traveled with you. The many you lost. The ones who died.” The creature then proceeded to change. Morphing slowly in front of the Doctors eyes. Taking on the forms of each person in the Doctors mind. The creature watched his expression, looking for the ones that effected him most. Once it was satisfied, it used each of them against him, even using their own voices. They screamed, cried out for help. Begged the Doctor to save them. And with each face the Doctor was slowly going over the edge.  
“See them Doctor. Hear them. The people you failed. The people you let slip through your grasp. The people you killed! You killed them Doctor by asking them to come! By allowing them to come! You took away their futures! You took them from their loved ones! You did it all! Your very existence causes death Doctor!”

“NO!” The Doctor yelled, somehow finding his voice if only for a moment. He wouldn't listen. Wouldn't let this creature take the last bit of his sanity.

“Yes Doctor! You know it to be true! You cause death! You abandon everyone! How can you even think to take people with you, expecting them to just casually walk away when they can't stay anymore? You use people and then throw them away Doctor! You let them die!” He finished his sentence by shifting again, turning into young Adric. The Doctor's eyes only widened, remembering that moment in time. “Look at this face Doctor. The one you couldn't save, didn't save. He crashed to the earth and died in a fiery inferno.” The voice again came out as the companion it portrayed, being young Adric. “You let me burn. You didn't try hard enough did you? You could have gone back in time like Tegan asked and saved me. You could have. But you left me to burn with that ship.”

“Stop...it...” He managed again, his voice growing weaker and weaker with each attempt. “Stop...”

“But why? Aren't you having fun Doctor? It's a trip down memory lane. How can I help if your memories are so tarnished?” The creature began to move towards him now, limbs slowly snaking their way around him. “But it you want it to stop, I suppose I can do just that for you. Allow you to let yet another person down. That blond I see in your mind. The one you're so infatuated with. Rose is it?”

The Doctors eyes shot to him now, his mind cleared of the blurry state the creature had put him in. This caused the creature to freeze it's actions for a moment, surprised the Doctor managed to break free, even if only slightly.

“The biggest mistake you could have made...is mentioning her...because now I'm going to have to do something about this...”

The creature slid back a slight bit. It knew how the Timelords saw various relationships. It saw how the Doctor held each one through time. But it had no idea that a Timelord would allow this kind of bond to form with a human. Or any other species really.  
It became further alarmed as one of the Doctors hands twitched slightly. It tried harder to regain it's mental grip but it found a new strength built a hold in the Doctors mind. The creature did the best it could to keep the Doctor in place again, quickly shifting into Rose's form. It did the trick as the Doctor froze for a moment, his mind going blank. By the time the Doctor realized what had happened, the creature had control again.

“Well now, that was a bit too close wasn't it?” It uttered in Rose's voice. “I have to be careful not to do that again now don't I? But I do love how this form affects you. I've never seen so much adoration held for a person. It's very UN-Timelord like. Living here for that time must have done a number on you, hm?”

“It was...my salvation...”

“It was your damnation. I wouldn't have all this to torture you with otherwise. It's easier to use your few companion's faces than it is to use all the faces on Gallifrey after all.”

All the Doctor could do was shift his eyes, forcing them to fall to the floor. He couldn't look at the creature anymore, couldn't look at the face it had stolen. The face it was defiling. He had to get his mind back, had to get back to more solid ground. Had to build a strong foundation in his mind that this creature couldn't destroy.  
He closed his eyes at this point and tried his best to concentrate. He wasn't in this dingy pump room. He didn't have this disgusting creature pinning him to the spot with nightmares and stolen faces. His mind took him far away from here, what part of it he could still control anyway. The creature could see his memories, but it obviously couldn't completely control them. It used them, but it didn't create the moments in his mind. He did that to himself. He'd see the faces before him, and allow his mind to wander. The creature was using all the bad moments in all his lives, so he'd use the good ones. All the times he spent in the TARDIS with his companions...his friends. The times they'd joke, times discovering new worlds. The joy he'd feel when someone decided to join him. The moments that he actually got to meet some of them again, older but no less braver.   
There were so many people who came out of doubting themselves, being utterly afraid, to standing tall and taking the lead just because he told them everything they could be capable of. Yes, he lost people, people did die because of him. But he saved so many more. His past was riddled with darkness and despair, but people came along to make him a better man. The Timewar took so much, made him into something he despised. But he had a future ahead, people who believed in him. He was crawling from the darkness and emerging into the light. And this...'thing' in front of him, was soiling one of the greatest people in his life. The one responsible for getting him this far.

The Doctors eyes shot open again and he brought them back up to lock on the stolen face.

“I made horrible mistakes, mistakes I don't deny and will never deny. I've taken responsibility for everyone that passed on simply by knowing me. But like I had a choice to turn them away, they had a choice to leave. They chose to stay. They knew all the risks as time went on but you know what? They excepted them. It was more then traveling, they got to help people. They helped to save so many lives. I will never stop blaming myself for their deaths, but they were hero's. And in my eyes...they're greater than I. You can't use my past to destroy me anymore creature. I accept it. And I will do all I can to redeem even a small portion of myself. But never will I push those memories away. To forget would be to make myself the monster I see myself as. And now you hellish thing, you'll remove that face before you regret it.”

The creature stepped back, it's features falling back to that of it's own. There was that spark in the Doctor, and that intense look on his face. Everything screamed danger. “You are no better Doctor. I can see the blood lust, feel it. What makes you think you're any better of a man?”

The Doctor lifted his head a bit, holding it high. The creatures hold loosened at last. He took one step towards the creature, not faltering in any way. “Simple. I can move again, yet you're still alive.”


	5. Chapter 5

**Summary for the Chapter:**

> The Doctor faces his final battle with the creature. But many hurdles still stand in his way. And he still has to try to manage to finish it all before Rose finds her way to them. But the unforeseen developments threaten his plans.

Rose rushed through the tunnels of the sewer system. She could hear the fight somewhere off in the distance but with the multiple passage ways it was hard to discern just which way it was coming from. The sound bounced from one wall to another, making it impossible to pin point, along with making some of what she assumed was the beasts roars, more menacing then she was sure it was. Or, maybe, that is what it sounded like. She couldn't really be sure after all. All she knew was the Doctor was fighting that thing and she needed to get there fast.

But as time went on and on she was only getting more and more disoriented. She was in a part of the tunnels she hadn't been in before and was cursing herself inwardly for not trying to pull up the schematics the Doctor had earlier. Even if he did pull through the fight alright, he'd have to waste time looking for her. It was pretty obvious to her now that this whole 'rescue' plan hadn't been thought out too well. But she was worried for the Doctor. She didn't really think she had all the time in the world to try to figure out the TARDIS' computers to find the map. 

She nearly yelped as a loud bang emanated throughout the tunnel, like something had hit a metal surface rather hard. She knew the fight was getting worse. She'd seen the Doctor get into tangles before but she'd never seen him get into an outright fight, which is what this sounded like. She quickened her pace now. Regardless of how sound bounced in these tunnels, these sounds were loud enough to help her pin point the location much easier. So she pressed on, following the bangs and growls. 

She finally came up to the metal door that lead into the pump room. There was no mistaking it by any means. This was the place. It sounded like an all out brawl was going on inside.  
She reached for the wheel, settling her hands on it as she started to turn it. That brief moment was the last thing she remembered as everything went black.

 

Inside the Doctor was doing his best to avoid the Octomencapis' limbs. Something happened that took him quite by surprise. It seemed the male of this species, when threatened beyond the ability of mind manipulation, could triple in size. The pump room itself was tall enough to manage two tiers...the creature was only about three feet shy of touching the ceiling now. That did bring to mind, if only for a moment, one well know Lovecraft creature. He felt for sure he was facing Cthulhu. Or reminiscent of it anyway. Either way, he was in a bit of a snag for sure. Nevermind the fact that if one of those limbs hit him he'd be crushed. The creature was destroying the pump room with each swing. The sewers and most likely a good part of this side of the city, was about to become a real mess if he didn't do something fast.  
He figured leaving the room wouldn't do much good. Since he was sure the massive form was caused by a large spike of testosterone, it'd be hard for the creature to stem it down and it would probably just break through the wall. He was fairly certain, in fact positive, talking would do nothing. Fat lot of good that had done earlier. So he started to weigh his options. If they stayed in here, there would be massive damage to the tunnels and subsequently, the water system itself. If he risked allowing it to break through the wall into the tunnel over, the tunnels would surely collapse from it's mass.

Growling, the Doctor ducked behind one of the massive tanks. He had no choice but to try his hand at negotiation again. He couldn't risk the damage here.  
“Whoa whoa whoa! Time out mate! Just...just hear me out for a second here!”

“I'm though listening to you Timelord!”

“Just, once more! Please? If you keep this up you'll bring this down on both of us! Now I'm fairly certain we're not that far down but I'm sure we're deep enough that if that ceiling caves, even you won't survive it! You'll be crushed right along with me! Even with your size!”

The creature paused for a moment, a weary but thoughtful expression on his face. “What do you suggest then Timelord?”

“I know this is...well...your home. Your feeding grounds. But there's plenty of other places you could be and plenty of other things you could eat. Humans weren't your species first choice now was it? I'm correct yes? You chose them as prey out of revenge? Because they resemble the species that tormented you correct?”

“Of course. What other reason could there be?”

“It's wrong. These people did nothing to you. They shouldn't have to pay the price for what a completely different race did to you, just because they resemble them.”

“Humans are nothing but cattle Timelord. They're the weakest of all the species in all the universe and beyond! What other use for them is there? They can't even travel beyond their moon!”

“Yet.” The Doctor said as he slowly stepped into view. “Yet. They're a bit weak now yes. But they're still so young in comparison to the population of the universe. They've just learned to walk by our standards but they will learn to fly. They'll join us out there one day. They'll spread throughout the stars...”

“And spread their ways like a plague! You've seen them Timelord! You see how they are! Their evils! How can you protect them!? Befriend them!?”

“Because everyone deserves a chance. Because you can't blame and condemn an entire race for the acts of a few! I've seen it. They'll fly, whether you like it or not.”

“I do know how it works Timelord. So the question is, is it something that can or can't be changed hm?”

“...this is your only warning...”

“Warning? I find it hard to believe that you think you can warn me. There's nothing you can possibly do to me Timelord.”

“That's what you think. How far are you willing to push me?”

“Enough of this!”

The Octomencapis raised one of it's limbs, poised to drop it down on the Doctor. The Doctor just stared up at him, unmoving. Only as the limb started to come down did the Doctor react. He quickly pulled his sonic out and aimed it at a pipe midway up the creatures mass. As the limb came down, he activated the sonic, building up pressure through vibrations in the water within, till the rivets popped and water shot out at the creature. It wasn't a solution but the water had enough force behind it to cause the creature to stumble back a bit. Deciding minor damage was better to massive, the Doctor did the same to a few more pipes, eventually keeping the creature in place with three powerful sprays hitting it.  
Well, that bought the Doctor some time at least. Now he had to figure a way to contain the creature. Then he had to figure out just what the bloody hell to do with him. 

With it's mass, it was going to be rather hard to contain it. He hadn't really brought much with him and what he had wasn't meant for anything this size. But he did have one thing he could use, if he could get the creature to shrink down... even with the massive amounts of testosterone running through it's system, it couldn't last forever. He could already see the creature was tiring. The mass was using up energy fast. It was obviously only meant as a final resort and a quick kill. So he'd just have to wait it out. There wouldn't be much more time before it's usage was expired.  
He felt around in his pocket to make sure the item was still there before looking back up at the creature, waiting. Eventually the water began to trickle to a halt, leaving a very angry sushi candidate.  
It glared down at the Doctor, eyes glowing even redder. It's size had already diminished a bit.

“Well? How much longer do you want to carry this out? I'm willing to find you a home to live on. One you can bring your fellow kind to. This is my only offer.”

“I don't make deals Timelord!”

“Neither do I. At least not more than once.”

“Is that so?” Another voice boomed through the room. 

Both the creature and the Doctor looked up to the top most catwalk. The Doctor's hearts fell to his feet and he instantly paled. Rose was up there, held in the grip of yet another Octomencapis. By the voice, a female.

“...oh that's not fair...there's two of you. That's so not fair...”

“Doctor...I think you're missing a bigger point here...” Rose struggled her words, having a tentacle wrapped around her throat.

“Missing...oh...OH!...breeding pair...”

“Just how many of us can you fight Timelord?” The male questioned. “Now...what was that about not making deals? I'm sure you've changed your mind there now haven't you?”

“...what goods a deal when I know you won't accept the terms? You said you don't deal...”

“That's quite true. But I like to watch humans squirm. To beg. It makes the forthcoming meal that much more enjoyable.”

“...don't hurt her...”

“I think it's time for a walk.” He nodded up to his mate as his body finally depleted the last of it's built up stores. The female creature nodded back with her bulky head, and lead Rose down the catwalk. The male turned back to the Doctor, narrowing his eyes. “Move Timelord.”  
The Doctor had no choice but to oblige.

 

They made their way quietly through the tunnels, the Doctor spending his time either glaring at the creatures or staring ahead at what little bit of Rose he could see. His mind was working as usual, but at a pace faster than it normally would. He knew she'd come. He tried to finish before she came down here. But he hadn't made a plan as to what to do if he didn't. And now he was scrambling for one. There was still his main option, but he needed water. And they were in the parts of the sewer the creatures had dammed off to divert the water to their living quarters, or one of. He had assumed earlier they had more than one and he was sure he was right. If they did take them to one of those areas though, his plan might still work. He'd just have to execute it with further caution than he had planned earlier. If he didn't time it right, if it didn't all work out as planned, he knew they would use Rose.  
Then again, he knew Rose very well. Her brain was more than likely working about as fast as his was. And she was quick. Frighteningly quick often times. It wouldn't take her long to pick up on what he was doing. As much as he was upset for her coming down here, and worried for her safety, he knew he needed her help. He knew she was more than capable.

As the Doctor assumed, they took them to another of their living quarters. This one looked about the same as the last, though darker. It seemed to be a newer place of residence as there wasn't as many bones and items scattered about.  
They were shoved towards one of the sides of the room, roughly falling to the ground. The Doctor took this time to check over Rose to make sure she was ok, deciding this was the perfect time to let her in on his plan. He knew she'd just need a quick peek, and she'd know what he was up to. So hiding his intentions behind making it look like he was still checking for injuries, he pulled the item from his pocket and gave her a quick glance. He was quick to tuck it back in as the look of recognition appeared on her face. She understood what he was up to, and would wait for his lead.

“Enough humans!” The male bellowed as he knocked the Doctor to the side with one of his limbs. The Doctor grunted slightly, rubbing his shoulder where it had smacked against a pipe.

“So how is this going to play out hm? The typical 'play with your food before eating' bit? Seems a bit predictable to me. You don't have anything more exciting at least? I mean, come on. What goods killing your prey if you can't have a bit more of a challenge doing it huh?”

“Don't try your mind games with me Timelord. It won't work.”

“I'm just saying. Think about it. You've got a Timelord here. The last of the Timelords. And one that a great many species seriously dislike and want rid of. Think of the recognition for taking me down eh? Problem is,” the Doctor stood up now, dusting himself off, “as much trouble as I give people, they won't believe you if I go down so easily. And before you say it, a lot of the ones after me, they don't fall to mind tricks easy.”

“And I won't fall to your tricks.”

The Doctor merely grinned. “Oh, I don't think you can refuse. You want that prestige, that acknowledgment. And I'm sure you want to impress your mate there. It's a typical male thing to do after all yes?”

“And I suppose you think you'll impress yours by acting foolishly? Neither of you will live.”

“My...oh. No, no, no.”

Rose merely diverted her gaze where she still sat. She wanted no part of this one.

“I was in your head Timelord...”

“Lets stop there eh? So what do you say? Lets make this worth your while? You win either way really. I mean, what chances do we have at getting out of this? But at least I can go out with style eh? I deserve that much yes?”

The creature thought about this for a moment. He wasn't dumb. He knew very well he was walking into a trap. But glancing over at his mate, he knew he would have to. He chose a rather picky one. She had that usual look of excitement at her mate showing off for her. But also the look of 'I'll leave your ass for a better male if you don't do this'. So infuriating. But seeing as he was quite comfortable here and didn't want to leave to find another mate, he decided to cater to her.  
“Very well Timelord. You have your warriors death or whatever you wish to call it. What is it you have in mind?”

“Final battle. No weapons. No...little growth tricks. Hand to...uh...tentacle...uh...yeah. One on one. I'll even give you the ground advantage. Or to put it more to the point, the water advantage. We'll fight in the water. Deal?”

“...very well Timelord. Lose the weapon then.”

The Doctor obliged, reaching into his pocket to pull his sonic out. He walked over to Rose as he did so, kneeling down in front of her and handing her the sonic as well as something else. He moved closer to whisper in her ear. “You'll know when to use it...be careful.”

Before she could say anything in response, he pulled away and stood. She was quick to pocket both items before she was in the the creatures view.

“No! Toss it aside Timelord!”

“Shes a human. She doesn't know how to use it. Don't worry.”

The male huffed after a moment and made his way to the pool. The Doctor gave a wink to Rose quickly before following behind. The female moved to stand next to Rose, anxiously waiting for the show to start. Rose kept her head low but glanced up with her eyes, seeing that the female was quite distracted already. If the Doctor could pull off his part flawlessly, the female might not be as much of a problem.

 

The Doctor and the male creature now stood across from eachother in the pool, both just staring at eachother. Not a word was spoken, neither moved more than an inch. It was just a staring contest for the moment. Both sizing eachother up yet again. Both in mind and body.  
Then, it started in a flash. The two moved forward, clashing with eachother. The Doctor grabbed hold of two of it's limbs, knowing full well the male would be going for his legs right off. He wouldn't give him the time. There was no time for games, it would end now. As the creature moved two more of his limbs to grab the Doctors legs, the Doctor lunged forward with his head, biting hard onto one of the limbs he was holding.  
The creature let out a shrieking yell, tossing it's head back as far as it could go for it's massive hulk. The Doctor acted instantly, releasing the creature for a moment to put enough space between them for the Doctor to run at him. By the time the creature regained composure, the Doctor and plowed into him, tackling him down into the water. Again the Doctor gave him no time. He reached into his pocket and pulled out a good sized vile. The creature was shoving him off by this point, pushing both their heads above the surface. The Doctor popped the cork and spilled the contents on its face. It let out a high pitched screech as the salt from the vile began to eat away at it's skin. The Doctor quickly flailed backwards, climbing his way out of the water as it flailed. It's defense mechanisms kicked in and massive amounts of ink shot out into the water.

The female was making her way at the Doctor by this point, but Rose was quick enough to jump on the females back, popping the cork on her own vile and pouring it onto the creatures face. The female too began to shriek, limbs flailing everywhere and causing them to have to duck out of the way.  
Once they saw an opening, both the Doctor and Rose lunged, sending the female over the edge and into the pool with the male. The females instincts kicked in too now and her ink joined in with the males, leaving the water of the pool a thick black. It looked like an oil pipe had busted into the water.

“What now Doctor?” Rose asked, breathing heavy.

“We wait.”

“Wait?”

“Yes. Wait. They're both blinded and afraid. Trapped in their own ink. The ink of an octopi is just as dangerous to itself as it is to any attacker. If they stay in it too long, the chemicals in it will kill them.”

And true to his words, the thrashing soon stopped. The ripples in the pool lessened until the surface was once again calm. It just looked like a pool of oil now, hiding the creatures beneath.

“...typical of any creature that still thrives on their animalistic instincts. All they've done was become even more intelligent. But even they're still learning to walk. They're smarter, but they still act like animals...a male will do what it takes to keep their mate...even walking into an obvious deathtrap...”

“...Doctor? Are you alright?”

“I thought I was passed this? I give everyone a chance. I give them a choice. But everyone’s too damn stubborn to take it. I'm still...killing...”

“I know you...you always say there's a choice. But sometimes...if people throw the gift of making the decision away...there's not much that can be done. You know as well as I do what would have happened if they were allowed to leave here.”

“I know. But you spend multiple lifetimes of making those decisions...and see how it affects you...”

“...come on Doctor...I think we should go now. People are going to be coming down here checking things out, doubt we want to be here.”

He only nodded slowly, reaching out for her hand without looking at her. Her hand was in his in an instant, giving a gentle squeeze before pulling him along. 

 

It was a long quiet trek to the surface. Neither could really find anything to say, nor did either really feel like talking if there was something to say. Rose knew these were the decisions the Doctor had been facing long before she came along. She couldn't pretend to understand how he felt nor could she do much but be there for him.  
She knew he was replaying everything over in his head again, trying to find where things went totally out of his hands. Where he could have made different choices for a different outcome.  
All she could do was squeeze his hand whenever he would grimace or flinch. Whenever his scowl would become so deep you couldn't tell if he was about to explode or just continue to quietly stew.

He only withdrew his hand as they approached the TARDIS, reaching in his pocket to pull out the key.  
She stopped him as he settled the key into the lock, settling a hand on his. “I know...nothing I say is going to change much...I can't...take back anything that may have happened. But just know...I'm always here, yeah? I know even with that, you won't talk much. And I know I've offered time and again to be an ear to you. But I'll keep saying it regardless. I owe you so much. You...mean so much. Hurts to see you this way...”

The Doctor didn't say anything at first, he just stared quietly at her, his face UN-readable. Figuring she'd said something wrong, she started to pull her hand away, but the Doctor grabbed hers with his other.

“...I appreciate everything you do for me...Rose Tyler. Regenerations a bit of a gamble but...I think you have every bit to do with the man I am today. I really do. I really believe...you created who I am. And I thank you so much for staying...regardless of what happens.”

Rose could feel her face heat up, she could only hope she wasn't beat red at this moment. Rose knew he appreciated her but...never really understood how deep it went. How could she when the man rarely talked about anything remotely close to the subject? But it meant the world to her that he felt the way he did.  
She finally let a smile slip, looking up and into his eyes. She was trying her damnedest not to tear up.

“I'm glad I've been able to help.”

He finally let a smile form on his face. Saying no more, he turned the key and opened the TARDIS door, letting Rose step in first. He took one last look at the sewer entrance before stepping in and closing the door. Within moments, they were gone.

 

The sun had set now and the skies had grown dark. Jackie was sitting in the chair by the window with a cup of tea. She'd been there for hours waiting for them to return. Praying for them to return, something she didn't do often, if at all really. But as she watched the city began to glow with the evening lights, she heard the all too familiar whirring sounds of the TARDIS.  
She didn't even take the time to set her mug down, she just let it fall to the floor as she ran to the door.  
Not even taking the time to grab her coat, she yanked the door open and took off down the walkway, taking the steps two to three at a time. She just reached the bottom of the stairs as the Doctor and Rose were walking up. Both looked rather dirty and the stench was obvious. But she really didn't care at that moment. She ran over, wrapping her arms around both of them and squeezing tightly.

“...air mum...kinda need it...”

Jackie released them quickly, stepping away from them as she sniffed at her own arm. “God. The pair of you smell like death warmed over. You couldn't have at least showered before dropping back here? How am I ever going to get this stench out? I liked this shirt.”

“...yeah mum. I'm glad we're still alive too. You're addicted to shopping, just go buy another one.”

“Should make you buy me a new one Doctor, it's your fault.”

“My...how's it my fault!? You're the one who bloody ran up and hugged without thinking!”

“You should have showered!”

“How was I supposed to know you'd hug me!? You usually prefer smacking me!”

“I can if you like!”

Rose just stood there quietly, eyes bouncing back and forth as the two spat one offending jab after the other at eachother. Sure was nice to see nothing had changed. But then again...maybe it had. The usual jabbing was still there yes, but, they almost felt more heartfelt. If that was at all possible anyway. It sure seemed that way to her. It was almost like...watching family having a spat. She couldn't be sure but, she was almost certain she could see a slight smirk tugging at the corner of the Doctor's lip. He seemed...amused. Well...at least he seemed so until her mum smacked him.

“What was that for!? What did I do now!?”

“That was for being an impossible lout!”

“How am I an impossible lout!? You're an impossible...”

“Whoa Doctor!” Rose yelled as she smacked a hand over his mouth. “Lets try to keep this civil hm?”

“Fival!?” He mumbled through her hand. He carried on trying to speak through her hand, causing everything he said to come out in some sort of random mass of jumbles and...stuff...

“Doctor...stop. Mum, don't egg him on.”

“Egg him on?”

“Yes. I swear to god, I feel like I'm babysitting you both every time you meet. It's like you thrive on poking insults at eachother...” She paused a moment, looking between the two. “Then again in some odd way...seems to be how you get along.” She diverted her gaze to the side for a moment, slightly exasperated.

“Can't say I call this getting along.” Jackie said, giving him a cold glare as she crossed her arms over her chest.

The Doctor pulled Rose's hand away from his mouth, trying again to say something but instead letting out a long sigh. “Actually, I think this is getting along. Cause you haven't outright kicked me out yet.”

Jackie went to say something, her mouth opening and closing without making a sound. She just let out an annoyed huff instead and shook her head. “Sometimes I just want to strangle the life out of you. But honestly things would just get boring without you're daft face around.”

He let out a sly smirk, the left side of his face quirking up to join his quirked eyebrow.

“But don't get a big head over that alien boy. You're still on thin ice with me boy.”

“Boy? Did she just call me boy? I'm a hell of a lot older then you, pay your elders some respect.”

“Fat chance.” She shot back, finally letting a smirk of her own slip.

“Well if you're both quite done now, I was thinking we'd stay for the night yet, head out in the morning.”

“Where you lot off to now?”

“Well,” Rose started, grabbing the Doctor's arm and hooking hers in it, “ A certain someone promised me a vacation for once. To a planet with dogs with no noses.”

“Sounds...fun...” Jackie stammered out.

The Doctor just grinned. “That I did. And I have put it off for far too long. Alrighty then. We'll be off to Barcelona in the morning. Planet Jackie, not city.”

“You do that then. But before either of you come back up to the flat, you get yourselves back in that TARDIS and shower. You stank up my clothes, you're not stinking up the flat.”

The two just laughed, a straight up, relief filled laugh. At the moment, everything seemed alright again. They were good, this little dysfunctional family. Good dysfunctional...if such a thing existed.

Rose and the Doctor turned to head back for the TARDIS, stopping only when Jackie called out to them. They both turned back, giving her expectant looks.

“...I am very glad you're both alright. And there is no one in the universe...I'd trust with my daughters life, other than you.” With that she turned and headed back up to the flat, leaving them staring where she had stood.

After a few moments Rose looked up at the Doctor, jaw slightly open. “...bout as close to a 'you're an ok bloke', as you'll get I think.”

“I'm just fine with that.” He said, chuckling a bit. He held his hand out then, waving it about a bit until she took it. They both grinned as they walked hand in hand back to the TARDIS.

**Notes for the Chapter:**

> Well that's that for this one. Had a bit of fun writing this. Didn't really expect it to get the hits that it has but I really do appreciate it. I may do another yet possibly. Certainly will if anyone would like me to. But again, thank you all. And I hope this ending came out alright. I've never been particularly good at endings.


End file.
